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Brexit legislation tracker

This Practice Note tracks the progress of UK legislation introduced as part of the legislative project associated with the UK’s withdrawal from the

Contract variation

This Practice Note summarises the law, guidance and practice relating to the variation of contracts and deeds. It explains how a contract or deed can

Analysing vertical agreements under competition law

This Practice Note is important first stage reading for analysing vertical restraints, that is, restrictions in vertical agreements caught by Article

Deeds

Under English law legally binding agreements can be made orally, in writing or by deed.This Practice Notice considers the circumstances in which a

Practice notes

Sale and supply of services contracts

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...

Produced in partnership with Athena Markides 20th Oct

In-house

Practice notes

Late Payment of Commercial Debts (Interest) Act 1998

The Late Payment of Commercial Debts (Interest) Act 1998 (LPCD(I)A 1998, or the Act) creates rights for businesses (and organisations in the public...

16th Oct

In-house

Practice notes

Business to business e-commerce—legal issues

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...

14th Oct

In-house

Practice notes

Termination and expiry of contracts

This Practice Note provides an overview of contract expiry and of the different causes of termination and ways to discharge a contract, including...

14th Oct

COVID-19

In-house

Practice notes

Electronic signatures

Coronavirus (COVID-19): This Practice Note contains guidance on subjects potentially impacted by procedural changes in response to the coronavirus...

30th Sep

COVID-19

In-house

Practice notes

Guarantees and indemnities—general contract

This Practice Note summarises the key elements of guarantees and indemnities, the circumstances in which they are used, issues that beneficiaries and...

25th Sep

In-house

Practice notes

Boilerplate clauses in business-to-consumer contracts—specific clauses

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...

25th Sep

In-house

Practice notes

Implied terms in contracts for goods and services

This Practice Note considers implied terms in contracts for goods and services, being the implied terms incorporated into contracts for the sale and...

25th Sep

In-house

Practice notes

Consumer Rights Act 2015—goods

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...

25th Sep

In-house

Practice notes

Heads of terms

This Practice Note considers heads of terms (also known as a memorandum of understanding (MoU), letter of intent (LOI), comfort letter, pre-contract...

25th Sep

In-house

Practice notes

Execution formalities—companies

This Practice Note provides practical guidance on the execution of documents by companies after 6 April 2008 (being the date on which the relevant...

25th Sep

In-house

Practice notes

How to terminate an agreement

IntroductionAs commercial lawyers, we are used to being instructed to advise in connection with the formation of a commercial relationship. Even if,...

25th Sep

In-house

Practice notes

Non-compete clauses in commercial agreements

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...

25th Sep

In-house

Practice notes

Repudiation

This Practice Note concerns repudiation and sets out what a repudiatory breach of contract means. It explains how a repudiatory breach goes to the...

25th Sep

In-house

Practice notes

Reasonable and best endeavours

This Practice Note considers the terms ‘best endeavours’, ‘all reasonable endeavours’ and ‘reasonable endeavours’ that are frequently used in...

25th Sep

In-house

Practice notes

Executing documents—deeds and simple contracts

This Practice Note summarises the law, guidance and practice relating to the execution of simple contracts and deeds. It considers the key differences...

25th Sep

COVID-19

In-house

Most recent Outsourcing content

Precedents

Transition schedule

Schedule—Transition1Introduction1.1This Schedule describes how the Services will be transferred from the Customer to the Supplier on or before the...

26th Sep

Precedents

Service description schedule

Schedule—Service description1Introduction1.1This Schedule describes the services to be supplied to the Customer and its Affiliates under the terms of...

26th Sep

Precedents

Benchmarking schedule

Schedule—Benchmarking1Introduction1.1This Schedule describes the processes and procedure for benchmarking the Supplier’s services.1.2In this Schedule,...

26th Sep

Precedents

Operational level agreement

This Agreement is made on [date]Parties1[Customer] a company incorporated in [England] with registered number [company number], whose registered...

26th Sep

Precedents

Outsourcing due diligence record

Description of proposed outsourcing services[State nature of services customer proposes to outsource, eg typing of digital dictation]Proposed...

26th Sep

Practice notes

Limitation of liability in outsourcing

This Practice Note identifies and explains key considerations relevant to negotiating and drafting limitation of liability clauses in outsourcing...

26th Sep

Practice notes

IT outsourcing—transition and termination issues

This Practice Note identifies and explains key legal and practical issues relevant to the termination of an IT outsourcing engagement and the...

26th Sep

Practice notes

Subcontracting in major technology services deals—the contract process

The prime/subcontractor modelIn order to provide a full range of IT services to their customers, technology service providers may need to appoint...

26th Sep

Practice notes

Customer responsibilities and dependencies

Customer responsibilities are obligations placed on the customer in an outsourcing or other services agreement which are necessary for the supplier to...

26th Sep

Practice notes

The 'best value' dimension to outsourcing

The best value duty (BVD) was introduced by the Local Government Act 1999 (LGA 1999). That remains the governing legislation although it has been...

26th Sep

Practice notes

Due diligence in outsourcing

Due diligence is the name given to the process by which the factual and legal background to a transaction is collated and assessed. Whereas in M&A...

26th Sep

Practice notes

Outsourcing life cycle

This Practice Note introduces outsourcing deals and covers the following aspects of the life cycle of the typical outsourcing transaction, primarily...

26th Sep

Q&As

What do gross negligence, wilful misconduct and deliberate default mean in commercial law?

The parties to commercial contracts sometimes agree that exclusion and limitation of liability provisions will not apply if one of the parties has...

28th Sep

Q&As

What are ISO and BSI standards and which standards should be included in outsourcing agreements?

What are ISO standards?The International Organization for Standardization (ISO) develops and publishes international standards. A standard is a...

28th Sep

Q&As

Is a main contractor liable to the customer for the fraudulent actions of its sub-contractor in performing sub-contracted services to the customer?

Privity of contract and liabilityAlthough contractual rights and benefits generally are (subject to express contractual provisions to the contrary)...

28th Sep

Q&As

Can a prohibition on subcontracting prevent a supplier from recruiting temporary external personnel to provide some or all of the contract services?

An analysis of the issues raised in this question will largely turn on the construction of the word ‘subcontract’ and whether, in any given...

28th Sep

Practice notes

Outsourcing and data protection

STOP PRESS: On 7 September 2020 the EDPB published Guidelines 07/2020 on the concepts of controller and processor in the GDPR for consultation. Those...

Produced in partnership with Marina Paul 28th Sep

Q&As

What do the words ‘defend, indemnify and hold harmless’ mean?

Contractual words and phrases such as the term 'defend, indemnify and hold harmless' have no single meaning and must be construed in the context in...

28th Sep

Q&As