Broadly, personal contract purchase (PCP) is a loan from a finance company for the purchase of a car. However, unlike a normal personal loan, the borrower does not pay off the full value of the car; nor will they own the vehicle at the end of the deal, unless they choose to pay a much larger final ('balloon') payment. The

Restrictive covenants are often included in a shareholders’ agreement in order to restrict the shareholders’ activities for the period during which they hold shares and for a fixed period after they cease to be shareholders. The restrictive covenants contained in the shareholders’ agreement will therefore apply to the individuals qua ‘shareholders’ and relate to the period of their share ownership and the period after they cease to hold shares. However, restrictions are imposed in both case law and EU/UK competition law on the scope of any such restrictions. For information on the permissible restriction parameters when including restrictive covenants in a shareholders’ agreement, see the following: • A guide to drafting a deadlock (50:50) corporate joint venture agreement—Restrictive covenants or A guide to

An analysis or breakdown of the contract sum. A contract document under JCT Design and Build Contract.

The answer is, generally, yes. In the typical example of the scenario where a buyer and seller enter into a contract, the completion of which is conditional on the buyer obtaining planning permission, it is sometimes agreed that the seller may retain the deposit if the contract is terminated because the buyer has not satisfied the condition. Although this may, at first glance, appear harsh on the buyer, from

In this Q&A, we have limited our research to cover a contract with a commercial agent as defined in Commercial Agents (Council Directive) Regulations 1993, SI 1993/3053. Commercial Agents (Council Directive) Regulations 1993, SI 1993/3053, reg 17 states that: ‘(2) Except where the agency [contract] otherwise provides, the commercial agent shall be entitled to be compensated rather than indemnified. (3) Subject to paragraph (9) and to regulation 18 below, the commercial agent shall be entitled to an indemnity if and to the extent that— (a) he has brought the principal new customers or has significantly increased the volume of business with existing customers and the principal continues to derive substantial benefits from the business with such customers; and (b) the payment of this indemnity is equitable having

Contractual and statutory claims arising from an employee’s employment must be brought against the employer liable for the unlawful conduct giving rise to those claims. In situations where there has been a relevant transfer, the provisions of the Transfer of Undertakings (Protection of Employment) Regulations 2006, SI 2006/246 apply such that all the transferor's rights, powers, duties and liabilities under or in connection with employment contracts of transferring employees transfer to the transferee. For further information, see: • TUPE and asset purchases—overview • Practice Note: TUPE—transfer

This Practice Note considers the different stages in transactions for the sale of commercial property in England and Wales compared to those in Scotland, at pre-contract, contract, post-contract, completion or settlement and post-completion or settlement stages. The table below highlights the key steps in each stage of a commercial property sale transaction in each jurisdiction taking a very simple transaction with no funding involved. ENGLAND and WALES SCOTLAND Pre-contract • buyer raises pre-contract enquiries of the seller • buyer carries out due diligence ordering all necessary searches (such as official copies, land charges searches, coal mining reports, local authority search and enquiries etc), see Practice Note: Pre-contract searches • seller issues draft contract which will incorporate standard conditions of sale • parties negotiate draft contract • buyer carries out official search with priority, see: Pre-completion searches—checklist • seller provides buyer with title pack including copy title sheet if the title is registered in the Land Register or title deeds if the title is still in the Register

When a party to a formal agreement (contract) breaks a condition (term) of that contract.

The Institute of Licensing (IoL) has published a Private Hire Passenger Contract Guidance Note, which explains recent legal developments affecting passenger contracts in the private hire sector. The guidance examines court decisions concerning the contractual relationships between private hire operators, passengers and drivers, outlines the differing legal positions in London and elsewhere in England and Wales, and considers the implications of these developments for licensing authorities, operators and passengers. It also highlights issues relating to compliance, regulation and enforcement and is intended as a reference resource for applicants, licence holders, licensing officers, councillors and legal professionals. The IoL states that the guidance is designed to support understanding of the current legal framework and does not constitute legal advice.

Unilateral variation of a contract Generally, a contract cannot be unilaterally varied by a party. One notable exception is the case of release where the release is by one of the parties to a contract discharging their right of action against the other which arises out of the contract. See Commentary: Consensual variation; unilateral variation etc: Halsbury's Laws of England, Contract [373]. A contract may validly grant one party a unilateral power of variation (see: Page v Liverpool Victoria Friendly Society (1927) 43 TLR 712 (not reported by LexisNexis®) and Morris v C H Bailey Ltd [1969] 2 Lloyd’s Rep 215 (not reported by LexisNexis®)). In such circumstances: • no further formality is required, and • there is no need for the change to be supported by consideration, unless the contract specifically requires this However, a unilateral right to vary a contract is not necessarily unfettered and may in certain circumstances be ineffective. See the case of Nash and Staunton v Paragon Finance

The answer affects the amount of stamp duty land tax (SDLT) payable. There are potentially three alternative answers: • there is one transaction (V1 and V2 sell the whole property comprising two titles to P) • there are two transactions (V1 and V2 sell one title to P, and V1 sells the other title to P), or • there are three transactions (V1 sells an undivided share of one title to P, V2 sells an undivided share of the same title to P, and V1 sells the other title to P) To complicate things further, in the case of the second and third alternatives the transactions may be ‘linked’ depending on whether V1 and V2 are connected for tax purposes: see section

This Q&A assumes that no commission, piece work or shift premiums are involved. For information on holiday pay generally, see Practice Note: Holiday pay. The Working Time Regulations 1998 (WTR 1998), SI 1998/1833 entitle a worker to be paid in respect of any period of statutory holiday, ie for: • the basic entitlement of four weeks' annual leave (20 days for a regular full-time worker) each leave year, implementing the right to annual leave under Directive 2003/88/EC, the Working Time Directive (WTD) • an additional entitlement of 1.6 weeks' annual leave (eight days for a regular full-time worker) each leave year, which is a right under domestic legislation only Understanding this distinction is important because case law from the Court of Justice (subsequently applied in our domestic courts and tribunals) concerns the operation of Directive 2003/88/EC,