A term sheet is a preliminary document outlining the key commercial and legal terms of a proposed transaction, used in Australian M&A interchangeably with heads of agreement and (in cross-border deals) letter of intent. Term sheets typically cover price, structure, conditions, exclusivity, timing, and confidentiality.
Most provisions are non-binding, though confidentiality and exclusivity clauses are usually binding. The term sheet is the most consequential document in many deals because it sets anchors that are difficult to renegotiate later.