19.3 If the dispute is not resolved by agreement within ten (10) business days of the notice referred to in clause 19.2, the parties may agree to appoint a mediator and to attempt, in good faith, to resolve the dispute through mediation. If the parties are unable to agree on a mediator within 10 (10) working days from the expiry of the ten (10) working days referred to in this clause 19.3, the Mediator shall be a person designated by the Australian Commercial Disputes Centre. Either party may request such an appointment under clause 19.3 at any time after the expiry of the second period of ten (10) working days. Since most aspects of an agreement are not binding, there is little recourse for non-compliance by either party. Indeed, they only apply to the legally binding conditions set out above. Where a party violates these binding terms, the other party may seek an injunction, appropriate remedy, damages or a specific performance. The term “Heads of Agreement” is most often used in Australia, New Zealand and the United Kingdom. The reality is that a heads of agreement can be binding or not. Generally speaking, however, it is intended that heads of agreement are not binding with respect to the “key terms of a proposed agreement between the parties”, but on issues such as “exclusivity, confidentiality, due diligence and intellectual property”.
However, these documents may be legally binding if the treaty document contains conditions or language that explicitly refer to binding intent. Similarly, a letter that does not contain an expression as to whether its terms should be binding may be considered binding because of the language used. [See RTS Flexible Systems Ltd v. Laiterie Alois Müller GmbH & Co KG ) It also depends on the circumstances of the transaction and includes the behavior of the parties themselves.   A duly drafted member of the agreement is a non-binding document that sets out the main terms of a proposed agreement between the parties. EXECUTED in the form of a contract for and on behalf of Data#3 Limited and the Client by their duly accredited agents: 1.6 Data#3 may, from time to time, make economically appropriate updates and changes to the IAAS and/or saaS. If Data#3 can make a significant change in IAAS and/or saaS, Data#3 will notify the customer. If the customer does not agree with the revised amendments to the IAAS and/or saas, the customer has the right to terminate the contract in writing within 90 days. Licensee makes all payments made to Licensor for Software Licenses under this Heads of Agreement: A “Heads of” Agreement is a non-binding document that sets out the basic terms of a provisional partnership agreement or transaction. Also known as “Heads of Terms” or “Letter of Intent,” an agreement head marks the first step toward a fully legally binding agreement or contract and a directive on the roles and responsibilities of the parties to a potential partnership before establishing binding documents.
. . .