Agreement · Energy, Resources & Mining
Farm-in and unincorporated joint venture heads of terms (mining tenement)
Non-binding heads of terms for a farmee to earn an interest in exploration tenements by sole funding staged expenditure, then form an unincorporated joint venture.
- Kind
- Agreement. A contract between two or more parties.
- Where it applies
- Australia, New South Wales
- AI use
- Yellow AI can help in set ways. A lawyer checks specific points before use.
- Law stated as at
- 17 October 2026
- Status
- Maintained. Checked against the cited sources on 17 October 2026.
- Version
- 1
- Source
- Written for this library
When to use it
Use at the term-sheet stage of an exploration farm-in. Do not use as the final farm-in or joint venture agreement, or for producing assets where offtake, marketing and project finance terms dominate.
How AI may be used
AI may turn deal emails and the tenement schedule into a first-draft term sheet, but earn-in milestones, consents, tax and duty outcomes are settled by the lawyer.
AI may
- Draft a first version of the heads from the lawyer's issues list and the parties' emails.
- Populate the tenement schedule from current register extracts, citing each extract.
- Compare the heads against the client's playbook and list departures.
- Produce a consents and conditions-precedent tracker from the agreed heads.
AI must not
- Must not decide whether a transfer needs Ministerial approval, FIRB approval or other consent.
- Must not state the duty or tax outcome of the earn-in.
- Must not upload the other side's confidential data room material to a tool not approved for that data.
The lawyer checks
- The expenditure definition, overhead cap and audit right reflect the agreed commercial position.
- Transfer approvals, third-party consents and pre-emption rights over the tenements are identified.
- Duty on the transfer of tenement interests (or landholder duty) has been checked in each state.
- Joint marketing or supply terms have been checked against the cartel provisions and the joint venture exceptions.
Method: how the Green, Yellow and Red levels are decided. This is guidance for planning, not legal advice.
Read the full text
The full text is for signed-in accounts. It is free. When you sign in you can:
- read the whole precedent, with its drafting notes beside it;
- copy it, or download it as a Word file or Markdown;
- add it to your firm’s knowledge base, so colleagues can find it;
- let the AI tools you connect read it from that knowledge base.
The summary, the law it rests on and the AI-use guidance above stay public. Privacy.
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