Clauses

Clauses guidance:

1 Announcements—short form No announcement or other public disclosure concerning this agreement or any of the matters contained in it shall be made by, or on behalf of, a...

Precedents

Produced in partnership with Andrew Patten of SNR Denton This clause is optional and may be used in a business purchase agreement to protect the buyer against the risk...

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

1 Conflict with other agreements—single agreement If there is a conflict between the terms of this Agreement and the terms of [insert name of other agreement], the terms...

Precedents

1 Counterparts—agreement 1.1 This agreement may be signed in any number of separate counterparts, each of which when signed and dated shall be an original, and such...

Precedents

1 Definitions and interpretation 1.1 In this Agreement: Affiliate means any entity that directly or indirectly Controls, is Controlled by or is under common Control with,...

Precedents

1 Entire agreement—short form 1.1 This agreement[ and [any documents entered into pursuant to it OR [insert name[s] of specific document[s]]]] constitute[s] the entire...

Precedents

1 Governing law This agreement and any dispute or claim arising out of, or in connection with, it, its subject matter or formation [(including non-contractual disputes or...

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1 Jurisdiction—reciprocal The parties irrevocably agree that the courts of [England and Wales OR [insert details of alternative jurisdiction]] shall have [exclusive OR...

Precedents

1 Notices—long form 1.1 Any notice [or other communication] given by a party under this agreement shall be: 1.1.1 in writing and in English; 1.1.2 signed by, or on behalf...

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This Agreement is made on [date] Parties 1 [insert name of party] [of OR trading as [insert trading name] of OR a firm whose principal place of business is OR [an LLP OR...

Precedents

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

Practice Note

Recitals: (A) [Insert full name of scheme] (the “Scheme”) was established by an [interim OR definitive] deed dated [insert date]. (B) The Scheme is currently governed by...

Precedents

1 Rights of third parties (third party rights excluded, save as specifically provided) 1.1 [Except as [provided in clause 1.3 OR provided in [insert clause numbers of the...

Precedents

1 Severance 1.1 If any provision of this agreement (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability...

Precedents

1 Survival of termination—general Any clauses in this agreement that are expressly stated[, or by implication intended,] to apply after [expiry or] termination of this...

Precedents

Testimonium—simple contract Agreed by the parties on the date set out at the beginning of this Agreement Testimonium—deed Executed as a deed by the parties[ and...

Precedents

Produced in partnership with Wyn Derbyshire of gunnercooke LLP The following pension clauses set out the pensions information to be included in an employment contract,...

Precedents

Lawyers work on a huge variety of transactions, but all of them will in some way involve written agreements. All of those agreements should contain some boilerplate...

Practice Note

1 Variation No variation of this agreement shall be valid or effective unless it is in writing, refers to this agreement and is duly signed or executed (as the case may...

Precedents

1 Waiver—long form 1.1 No failure, delay or omission by either party in exercising any right, power or remedy provided by law or under this agreement shall operate as a...

Precedents
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