As a lease is a contract, it can contain various provisions obliging the landlord or the tenant to do something (a positive covenant) or not to do something (a restrictive covenant). Most leases will contain numerous standard covenants (eg for repairs, entry in certain circumstances, the payment of rent, for quiet enjoyment and many others) and, where a lease is silent certain covenants are implied by law. However, as a lease is a contract, in order for a covenant to be enforceable there must either by privity of contract or estate between the parties, or statute must intervene to make a covenant enforceable against a successor in title. Under the common

PI & Clinical Negligence analysis: The claimant sustained severe brain damage during a hip operation carried out by independent consultants at a private hospital and sued the private hospital for breach of contract in respect of the consultant’s alleged negligence. The court held that, on proper analysis of the terms of the contract, the scope of the contract between the private hospital and the claimant did not encompass the private hospital providing the consultants’ services; these were provided by the consultants directly to the patient and so the private hospital was not liable for breach of contract for any failure in the standard of care provided by the consultants. This is a rare and important decision about where liability may lie when something goes wrong resulting in injury in a private hospital in England and Wales. The claimant is seeking permission to appeal from the Court of Appeal. Written by Alexander Hutton KC, barrister at Hailsham Chambers.

This Practice Note outlines when a claim for rectification may be appropriate, what you need to establish to succeed on such a claim and what evidence may be admissible in support. What is rectification? Rectification is an equitable remedy aimed at amending a document to accord with the intention of the parties. Parties to a contract may have had a common intention or understanding when they drew up their contract as to what it meant but, somehow, that meaning has not been reflected in the drafting, ie it is different from the objective meaning of the contractual document as ascertained in accordance with the rules of contract interpretation (on which, more generally, see Practice Note: Contract interpretation—rules of contract interpretation). In such case a claim for rectification may be appropriate. Note, as per Hildyard J in Procter & Gamble v Svenska Cellulosa: ‘The basis and purpose of rectification is not to vary, modify or extend the parties’ contract: it is to reform the instrument by which they have sought to record it in order to conform it with their

The construction industry scheme (CIS) was devised to limit the amount of tax lost as a result of subcontractors in the construction industry under-declaring or failing to notify their chargeability to UK tax. For further information, see Practice Note: The construction industry scheme—when does it apply? Scope of CIS The obligation to deduct tax imposed by the CIS rules applies only to a contract payment. A ‘contract payment' is defined as: ‘… any payment which is made under a construction contract and is so made by the contractor (see section 57(3)) to— (a) the sub-contractor, (b) a person nominated by the sub-contractor

A covenant is a form of contract. Under the doctrine of privity of contract the rights and liabilities created by a contract will bind the parties to it, but no-one else. However, in the case of a covenant over land, property law may allow it to be enforced by and against persons other than the original parties: • in most cases the benefit of a restrictive covenant will benefit successors in title by 'running with the land' both in common law and in equity • subject to certain

Instructions for cancellation Right to cancel You have the right to cancel this contract within 14 days without giving any reason. The cancellation period will expire after 14 days from the day of the conclusion of the contract. To exercise the right to cancel, you must inform us of your decision to cancel this contract by a clear statement (eg a letter sent by post, fax or e-mail). You can use the attached Cancellation Form, but it is not obligatory. Our contact details, to inform us of your decision to cancel, are: [insert your name, geographical address, telephone number, fax number and email address]. [You can also electronically

[Insert in para 8.2 of claim form ET1:] 1 The Claimant was employed by the Respondent as [insert job title, eg a financial analyst] from [insert start date of employment] to [end date of employment][ at its [insert details of particular office or location, eg London Headquarters]]. The Respondent is [insert brief description of the nature of the Respondent, eg a global investment bank]. 2 The Claimant’s contract of employment[, dated [insert date],] included the following term[s]: [Insert details of terms relied upon.] [Sample text for the implied term of mutual trust and confidence (EXAMPLE A) is provided at paragraph 2.1 below.] 2.1 [an implied term that the Respondent would not, without reasonable and proper cause, conduct itself in a manner likely to destroy the relationship of trust and confidence between employer and employee; and OR [Sample text for an express term relating to pay (EXAMPLE B) is provided at paragraph 2.2 below.] 2.2 an express term that the Respondent would pay the Claimant an annual bonus every July based on the performance of the Claimant’s team in the preceding tax year; and] [Sample

Introduction This Practice Note provides a negotiation guide for IT contracts, covering topics relevant to IT services (from support to full outsourcing and anything in between), software licensing and/or hardware purchasing. It sets out key positions across around 30 of the most commonly negotiated issues, and suggests potential compromises and key considerations depending on the scope of the contract, the relative bargaining strengths of the parties, and whether the reader is acting for the customer or supplier. It is intended as a high-level discussion of the issues, prompting the reader to consider what may be needed in the circumstances of any particular deal. Where relevant, specific Practice Notes are also referred to for further information. It is only relevant for business to business (B2B) transactions. For a discussion of the key negotiation issues arising in services agreements more generally, rather than IT contracts specifically, see Practice Note: Ireland—Negotiation guide: services agreements. Contents The following topics are covered: • General service standards • Hardware/software general performance warranties • Compliance with policies • Service levels and service

This Practice Note examines the practical steps an employer should consider when faced with an employee who has resigned, where potential competitive activity is suspected. It covers the initial response, tactics where resignation is in breach of contract, exit interviews, and issues in relation to suspension of the employee. Garden leave is examined, as well as dismissal and constructive dismissal. Finally, enforcing post-termination restrictions is considered. Initial response It is not inconceivable that the first indication an employer will have about potential competitive activity by an employee is when that employee resigns. The employer's response is critical, and so managers who are likely in practice to receive an employee’s notice of resignation should be given appropriate training on how to respond. In many cases, an adequate response will simply be for the manager to take the employee's letter, if there is one, say that they will contact HR and state that the employee will be called to a meeting later to discuss the relevant details and arrangements for their departure. However, it may be helpful if the manager

A provision in a lease of real property to the effect that no acceptance of rent by the landlord shall constitute a waiver of the landlord’s right to forfeit is not effective:

In conducting our research we have focussed only on the sufficiency of consideration in forming a legally binding contract. We assume the other elements necessary to form a legally binding contract are in place. Consideration is an essential ingredient for an enforceable legal contract. See Practice Note: Forming enforceable contracts—consideration. Consideration can be in the form of money or money’s worth or may be satisfied by the exchange of mutual obligations between the parties. Any practicalities or logistics concerning the payment of consideration or performance of consideration should be detailed

For the purpose of this response we have assumed that the claim in question concerns a simple contract (ie one which is not under seal or a contract of record) debt. On this basis, the relevant statutory authority is section 5 of the Limitation Act 1980 (LA 1980). LA 1980, s 5 states that ‘An action founded on simple contract shall not be brought after the expiration of six years from the date on which the cause of action accrued’. For more information, see Practice Note: