An escrow agreement is a contract under which a neutral third party (escrow agent/stakeholder) holds money, documents, shares or source code for the parties to a transaction and releases them only when clearly stated conditions are met. The term is not defined by statute; it is a descriptive expression grounded in common law notions of delivery in escrow and stakeholding, recognised by case law and standard market practice.Typical uses include purchase price retentions and indemnity escrows in M&A, earn‑outs, real estate deposits, completion deliverables, and software escrow to provide access to source code on supplier insolvency or breach. Key terms set out release conditions, evidence required, timing, interest and permitted investments, fees, the agent’s duties and liability (often as stakeholder or trustee), KYC/AML requirements, dispute resolution and governing law. The agent must act only on the agreed instructions and is not an arbiter of disputes.Usage is broadly consistent across England & Wales, Northern Ireland and Ireland. Scots law does not use the deed‑in‑escrow doctrine in the same way, but stakeholders and solicitor undertakings are routinely used; Scots‑law escrow terms achieve equivalent conditional delivery and release.

When drafting, reviewing or negotiating an escrow agreement (also known as an escrow deed) in the context of a construction project, the following should be taken into account: • What is the purpose of an escrow agreement? An escrow agreement sets out the desire of the parties to set up and operate an escrow account where money will be placed as security for payments which are to be made under an underlying contract and released when defined conditions are satisfied. • Who should be party to an escrow agreement? The escrow agreement is entered into between: ◦ the party who is obliged to make payments to another party under another contract eg the employer under the building contract or the contractor under a sub-contract (the Payer) ◦ the party who is entitled to receive payments from another party under another contract eg the contractor under the building contract or the sub-contractor under a sub-contract (the Payee) ◦ an escrow agent who will act independently and operate the escrow account in accordance with the terms of the escrow agreement

Construction analysis: The Technology and Construction Court (TCC) held that a letter of 8 November 2024, exchanged after SEI had called on a performance bond, was a concluded and binding agreement notwithstanding earlier negotiations conducted 'subject to contract'. The later escrow agreement did not supersede that bargain, but provided the mechanism by which the escrow monies would be held and released. GMC had satisfied paragraph 6 of the 8 November agreement by issuing Part 7 proceedings before 7 March 2025, so the escrow sum did not become payable to SEI automatically. However, because the underlying dispute fell within the subcontract’s arbitration clause, those Part 7 proceedings had to be stayed under section 9 of the Arbitration Act 1996.

The Convention on Environmental Impact Assessment in a Transboundary Context done at Espoo in Finland on 25 February 1991. The International Law behind the Transboundary EIA requirements in the EIA Regs. Signatory states can raise complaints with the Implementation Committee if they are not properly consulted on developments in other signatory states in accordance with the Convention.

Arbitration analysis: with its detailed ruling, the Regional Court of Essen (‘the Court’) dismissed a lawsuit by the Kingdom of Spain (‘Spain’) against RWE Renewables GmbH (former RWE Innogy GmbH) and RWE Renewables Iberia, S.A.U. (former RWE Innogy Aersa S.A.U.) (‘RWE Companies’). Spain had sought an injunction to block measures for the recognition and enforcement of an intra-EU ICSID award (ICSID Case No ARB/14/34) outside the EU. The Court ruled that Spain’s intent with this lawsuit was to achieve a legal protection objective that is not permissible under German law, thereby qualifying the injunction as an inadmissible anti-suit injunction. Written by Dr. Annekathrin Schmoll, associate attorney at Gibson, Dunn & Crutcher LLP and Anna Katharina Zitt, research assistant at Gibson, Dunn & Crutcher LLP.

The Lexis+® UK Financial Services team's Essentials guides are a series of Practice Notes containing comprehensive overviews of key UK and EU financial services regulation covering all major points of interest and recent developments. The Essentials Practice Notes serve as 'feeder notes' to further Lexis+® UK practical guidance and news content. As well as being listed in the UK and EU financial services regulation essentials subtopic, they are also located in the relevant subtopic in the Financial Services topic tree alongside (as indicated below) together with additional content. For collections of one minute guides and timelines, see: UK and EU financial services regulation—one minute guides—overview and UK and EU financial services regulation—trackers and timelines—overview. For a getting started guide to the content in the Financial Services module, see Practice Note: Financial Services—getting started guide. EU and EU-derived FS regulation essentials • UK regulation of alternative investment fund managers—essentials—find this Practice Note, along with further information on the Alternative Investment Fund Managers Directive (AIFMD), in Financial Services AIFM regime—overview • Bank Recovery and Resolution Directive (BRRD)—essentials—find

NOTE: Save as where it may otherwise be stated, the law referred to in this Practice Note applies to England and Wales only. There is no simple method of identifying a charity. Some will be registered by the Charity Commission but many will not. Defining a charity A starting point is the statutory definition which defines a charity (for the purposes of England and Wales) as: ‘an institution which (a) is established for charitable purposes only, and (b) falls to be subject to the control of the High Court in the exercise of its jurisdiction with respect to charities.’ Consequently, in order to be a charity there must be: • an institution • established for charitable purposes • subject to the control of the High Court As can be seen there is no mention of 'registration' and this is because registration is neither a characteristic nor a requisite of being a charity. Indeed, there are financial and other restrictions on the right of charities to register: • a non-charitable incorporated organisation charity is not required

The Leader of the Reform Group on Essex County Council and Council Leader-elect, Councillor Peter Harris, wrote to the Secretary of State for Housing, Communities and Local Government, Steve Reed MP, setting out opposition to the government's proposed local government reorganisation (LGR) plans for Greater Essex, which would replace the 15 existing councils in Essex with five unitary authorities. Harris stated that lawyers have prepared a pre-action protocol letter, which is expected to be sent to the Secretary of State in the coming days, subject to the group's approval, to formalise the group's objections. He contends that the proposals are costly and could increase the 'democratic distance' between local residents and elected representatives and are inconsistent with the localism agenda.

Planning analysis: In Epping Forest District Council v Somani Hotels Ltd, the High Court refused to grant a final injunction preventing the use of the Bell Hotel to accommodate asylum seekers, holding that enforcement through section 187B of the Town and Country Planning Act 1990 (TCPA 1990) was neither just nor proportionate. Although the council had a reasonable basis to allege a breach of planning control, the judge found that the public interest in maintaining asylum accommodation outweighed the planning harm alleged, and emphasised that local planning authorities should pursue conventional enforcement measures before seeking injunctive relief.

CASE HUB ARCHIVED–this archived case hub reflects the position at the date of the decision of 1 March 2018; it is no longer maintained. See further, timeline and commentary. Case facts Outline European Commission merger investigation into the proposed acquisition of Luxottica by Essilor (Case M.8394). The transaction involves horizontal and vertical overlaps in markets for optical lenses and eyewear. Latest developments The Commission unconditionally cleared the transaction after its phase II investigation on 1 March 2018. Parties Essilor is a French-based company that produces ophthalmic lenses along with ophthalmic optical equipment. Its flagship brands are Varilux, Crizal, Transitions, Eyezen, and Xperio. Essilor also sells optical machines, optical instruments and eyewear, and it also operates optician retail businesses, mainly outside of Europe. Luxottica is an Italian-based company producing and selling premium, luxury and sports eyewear, including under the Ray-Ban, Oakley and Persol brand, as well as more than 15 licensed brands including Armani, Chanel, Dolce & Gabbana, Prada and Versace. Luxottica also operates optician retail businesses, mainly in the US but also in Italy through Salmoiraghi

CASE HUB ARCHIVED—this archived case hub reflects the position at the date of the decision of 23 March 2021; it is no longer maintained. See further, timeline and commentary. Case facts Outline European Commission merger investigation into the proposed acquisition by EssilorLuxottica S.A. of GrandVision (Case M.9569). The transaction involves an horizontal overlap in the market for optical retailing. Latest developments On 23 March 2021, the Commission cleared the proposed transaction subject to commitments. In order to address the Commission’s competition concerns, the Commission accepted EssilorLuxottica’s offer to (amongst other things) divest part of its retail operations in Belgium, Italy and the Netherlands. Parties • EssilorLuxottica S.A. (EssilorLuxottica): EssilortLuxottica is a French-Italian vertically integrated multinational corporation based in Paris and the world's largest supplier of eyewear with over 9,100 retail stores globally. It was founded on 1 October 2018 after the combination of the Italian Luxottica Group with the French Essilor International. It has well-known brands in is portfolio, such as Ray-Ban and Oakley. Furthermore, EssilorLuxottica is active in retail distribution, notably in the UK and Italy.•

Where two or more people together own real property, they hold it under a trust of land. Where property is held on a trust of land, the legal estate and equitable estate are separate. The legal estate must be held by the co-owners as joint tenants. The beneficial interest in the property can, however, be held by the co-owners either as: • joint tenants, or • tenants in common If the co-owners are joint tenants, each has an indivisible share in the property, where each owns the whole, rather than an identifiable share of the property. The right of survivorship applies so on the death of one joint tenant, the deceased's interest in the property passes automatically to the other(s). Where the beneficial interest is held as tenants in common, interests can be unequal, and the share of one does not pass to the survivor but is part of the deceased's estate. A tenancy in common may arise on the original transfer or conveyance where there is an express declaration of trust, or