Commercial clauses

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Commercial clauses guidance:

1 Anti-bribery—short form—pro-customer Bribery Laws means the Bribery Act 2010 [and associated guidance published by the Secretary of State for Justice under the Bribery...

Precedents

1 Anti-tax evasion facilitation 1.1 For the purposes of this clause 1: 1.1.1 the expressions ‘Associated With’, ‘Prevention Procedures’, ‘UK Tax Evasion Offence’ and...

Precedents

Produced in partnership with Michael Winder of Brabners LLP STOP PRESS: The General Data Protection Regulation, Regulation (EU) 2016/679 (the GDPR) introduces substantial...

Precedents

Brexit: As of exit day (11pm on 31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK has entered an...

Practice Note

1 Brexit—warranty for commercial contracts [Each party OR [name party]] warrants that its ability to perform fully its obligations under this Agreement will not be[...

Precedents

Definition—Business Continuity Event Business Continuity Event means an event (whether a natural or man-made phenomenon or occurrence) which interrupts the normal...

Precedents

1 Definitions 1.1 In this Agreement: Change means any change to the Services and/or the terms of this Agreement other than a minor operational change as described in...

Precedents

1 Change control 1.1 If either party wishes to make a change to this Agreement at any time, the Customer may request, and the Supplier may recommend, such a change (a...

Precedents

Control [has the meaning given to it in section 1124 of the Corporation Tax Act 2010 OR means the beneficial ownership of more than 50% of the issued share capital of a...

Precedents

Definitions Condition Fulfilment Date means the date by which, unless otherwise waived pursuant to clause 1.6, the Conditions shall be satisfied being [within [insert...

Precedents

1 Confidentiality clause—mutual—using in-clause definitions Authorised Persons has the meaning given to it in clause 1.1; Confidential Information has the meaning given...

Precedents

Contractual set-off is one of the five main types of set-off described in Practice Note: Types of set-off. Contractual set-off arises where a right of set-off has been...

Practice Note

Definitions Customer Data means all information, data and content which is either: (a) provided by the Customer[ or by an End User] to the Supplier when accessing, using...

Precedents

Produced in partnership with JP Buckley, Rachel Edwards and Andrew Mills of Shoosmiths DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the...

Precedents

Produced in partnership with JP Buckley, Rachel Edwards and Andrew Mills of Shoosmiths DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

Produced in partnership with Daradjeet Jagpal of Information Law Solutions DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting,...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

This Practice Note summarises key decisions on the enforceability of restraint of trade provisions (restrictive covenants) in commercial and corporate contracts. For a...

Practice Note

1 Dependencies 1.1 The Supplier’s non-performance of its obligations under this Agreement shall be excused if and to the extent: 1.1.1 the non-performance results from...

Precedents

1 Disputes 1.1 In the event of any dispute arising out of or in relation to this agreement such dispute shall be referred by either party, first, to [insert role] for...

Precedents

This Practice Note provides practical guidance for general commercial practitioners on points to consider when drafting a business to business agreement to minimise the...

Practice Note

This Practice Note considers exclusion and limitation of liability in business-to-business (B2B) contracts. It provides guidance on the common law and statutory controls...

Practice Note

1 Expenses recovery clause—neutral version 1.1 The Customer shall pay the Supplier the following expenses: [insert details of expenses recoverable by Supplier, eg...

Precedents

Definitions Business Continuity Event means an event (whether a natural or man-made phenomenon or occurrence), which interrupts the normal business activities, including...

Precedents

Definition—Force Majeure (short form) Force Majeure means an event or sequence of events beyond a party’s reasonable control preventing or delaying it from performing its...

Precedents

1 Forecast—pro-customer 1.1 The Customer shall notify the Supplier of: 1.1.1 the Customer’s reasonable estimate of its [monthly] requirements for Goods in each Year [on...

Precedents
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