Q&As

To what extent are references in contracts to UK legislation and EU legislation affected by the European Union (Withdrawal) Act 2018?

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Produced in partnership with Eleonor Duhs of Fieldfisher and Indira Rao MBE of Counsel for EU and International Law, House of Commons
Published on LexisPSL on 26/03/2021

The following Public Law Q&A produced in partnership with Eleonor Duhs of Fieldfisher and Indira Rao MBE of Counsel for EU and International Law, House of Commons provides comprehensive and up to date legal information covering:

  • To what extent are references in contracts to UK legislation and EU legislation affected by the European Union (Withdrawal) Act 2018?
  • Example 1
  • Example 2
  • Example 3
  • Example 4
  • General references to legislation

Where a contract contains a reference to legislation, the question may arise as to which version of the legislation is meant. The default position is that the standard rules of contract law for determining the meaning of a contract apply. These examples illustrate that the European Union (Withdrawal) Act 2018 (EU(W)A 2018) does not displace this position.

Example 1

‘In this contract, the term “rest period” shall have the meaning given in the Working Time Regulations 1998.’

In this example, the reference is to EU-derived domestic legislation. It is a non-ambulatory reference (unless there is anything in the rest of the contract or context to indicate otherwise). For an explanation of ambulatory and non-ambulatory references, see Q&A: What are the rules on the interpretation of ambulatory and non-ambulatory references to EU-derived legislation in UK legislation post-Brexit?

There is a provision in EU(W)A 2018 on the interpretation of certain non-ambulatory references. However, it does not cover non-ambulatory references to EU-derived domestic legislation. It is also confined to non-ambulatory references which are in legislation—it does not cover such references in contracts. The standard rules of contract law for interpreting a term in a contract would therefore apply.

Example 2

‘In this contract, the term “rest period” shall have the meaning given in the Working Time Regulations 1998, as amended

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