This Practice Note looks at how restrictive covenants are interpreted, and examines the meaning of some common phrases found in covenants. Approach to construction of covenants Restrictive covenants are construed in the same way as any other contract. The court must identify what a reasonable person, having all the background knowledge which would have been available to the parties, would have understood them to be using the language in the contract to mean. For further guidance, see Practice Note: Contract interpretation—the guiding principles. It is also necessary to check that the covenant is enforceable between the parties concerned. For further guidance, see Practice Note: Restrictive covenants—nature and characteristics. Because each document is unique in its precise terms and background facts, earlier court decisions on similar wording are not a reliable guide to interpretation. Subject to that caveat, the remainder of this Practice Note looks at the possible interpretation of some common terms in restrictive covenants. Building ‘Building’ may mean ‘a structure with a roof and walls’, but has also been held to include: • an advertising

The primary piece of legislation governing limitation periods in Ireland is the Statute of Limitations 1957 (Ireland) (SL 1957 (IRL)). This Practice Note contains a summary of the limitation periods under the SL 1957 (IRL) for the principal types of actions. This list is not exhaustive and focuses on actions which practitioners are most likely to encounter. Practitioners should always refer to the relevant legislation when considering issues relating to limitation periods. For further information on certain types of claims in Ireland, see the following Practice Notes: • Ireland—Limitation periods in professional negligence claims • Ireland—Personal injuries actions—Limitation periods Type of Claim Limitation Period Reference Additional Information Simple contract Six years SL 1957 (IRL), s 11(1)(a) In cases of simple contract, the date of the accrual of the cause of action will be the date on which the breach of contract occurs. This is the case notwithstanding that no damage, or only nominal damage has been suffered (see Gibbs v Guild (1881) 8 QBD 296).In the case

1. What is the applicable legislation? When making an investment through the creation of a Kazakh company or in relation to the acquisition of a share in it, other relations between the company's participants related to their mutual rights and obligations are regulated by Kazakhstani legislation. However, when acquiring a share in a Kazakhstani company, it is possible to bring most of the issues to the level of regulation by foreign law when changing the corporate structure of the acquired company. When an investor enters into an investment contract and other agreements signed on the basis of an investment contract, the legal relations of the parties can be regulated by the law of the Astana International Financial Centre or the Republic of Kazakhstan. However, it is worth noting that the conclusion of an investment contract is not mandatory for investors when making an investment and is mostly concluded to obtain investment preferences, discussed in the questions below. To regulate specific issues related to investment activities in the territory of the Republic of Kazakhstan, please refer

As this Q&A does not specify whether the payment is to be made under the terms of an agreement (in effect a contract) between the parties, or in the context of proceedings, this reply will primarily address contractual issues. Agreements between cohabitants should conform to the ordinary requirements of a contract, ie offer, acceptance, consideration and intention to create legal relations. Particular attention should be paid to the following: • the parties should execute the agreement as a deed to avoid the problem of showing that consideration was given • the agreement should not impose obligations on a third party without their express agreement • it should state that the parties intend to create legal relations • any

An employer always retains the right to terminate an employee's contract of employment. However, the circumstances in which the dismissal occurs will determine whether the employee has any potential legal claims that it may bring. In the circumstances of this question it is important to consider the risk of possible claims for: • unfair dismissal • breach of contract (ie wrongful dismissal), and • discrimination (ie prohibited conduct under the Equality Act 2010 (EqA 2010) Risk of unfair dismissal claim As to unfair dismissal, the right not to be unfairly dismissed will generally only arise when the employee, by the effective date of termination of their employment, has been continuously employed for a period of at least two years. However: • there are many exceptions to this requirement, eg there is no qualifying period if the reason or principal reason for dismissal is that the employee made a protected disclosure • where an employee is dismissed

Is there a breach? The question is one of construction of the lease. Recently there has been, if not a sea-change, a shift in emphasis in the court's approach to the construction of contracts (including leases). In construing a contract, the court is concerned to identify the intention of the parties by reference to what a reasonable person having all the background knowledge which would have been available to the parties would have understood them to be using the language in the contract to mean. See Chartbrook Ltd v Persimmon Homes Ltd. In Arnold v Britton (concerning leisure park chalet leases) the Supreme Court re-emphasised the importance of the words used by the parties. Contrary to a perceived trend in some recent cases, the court’s view of the business common sense behind

1 Terms of business 1.1 [Your contract is solely with [insert name of company or LLP], which has sole legal liability for the work done for you and for any act or omission in the course of that work. No representative, [member OR director], officer, employee, agent or consultant of [insert name of company or LLP], will have any personal legal liability for any loss or claim. OR Your contract is solely with [insert name of partnership or sole practice]. No employee, agent or consultant of [insert name of partnership or sole practice] will have any personal legal liability for any loss or claim, save for the [partners OR sole proprietor] of [insert name of partnership or sole

Where a dispute or claim arises in respect of an employee who works wholly or partly abroad and/or has a foreign employer, two questions will need to be determined: • what are the employee’s rights? • where should any litigation that may ultimately arise be adjudicated? In determining these questions, three main issues arise: • applicable law, ie which system of law is applicable to the contract of employment under consideration? • international jurisdiction, ie whose courts and/or tribunals should decide the case? • the territorial scope of relevant applicable or mandatory law, ie how the courts and employment tribunals decide what statutory rights (if any) the employee has The tests for determining applicable law, mandatory law and jurisdiction are different. For information: • on which system of law is applicable to the contract of employment or employment relationship under consideration,

Section 2(2) of the Administration of Estates Act 1925 (AEA 1925), states: ‘Where as respects real estate there are two or more personal representatives, a conveyance of real estate devolving under this Part of this Act [or a contract for such a conveyance] shall not. . .be made without the concurrence therein of all such representatives or an order of the court, but where probate is granted to one or some of two or more persons named as executors, whether or not power is reserved to the other or others to prove, any conveyance of the real estate [or contract for such a conveyance] may be made by the proving executor or executors for the time being, without an order of the court, and shall be as effectual as if all

In this Q&A, capacity is taken as meaning that under the Mental Capacity Act 2005 (MCA 2005). It is also assumed that the person lacking capacity is not under 18. A person will lack capacity if they are unable to make certain decisions for themselves due to an impairment of or a disturbance in the functioning of the mind or brain (MCA 2005, s 2). The test for decision-making and the guidance to be applied in determining capacity are set out within MCA 2005, Pt 1. A central principle under MCA 2005 is the general presumption of capacity. The test of contractual capacity is whether or not the person is capable of understanding the nature of the contract being entered into; this will include the decision to enter into a tenancy agreement. Where someone is held to lack contractual capacity then the contract

In order to receive a statutory redundancy payment, a laid-off employee must resign from their employment, after having notified their employer of their intention to claim a redundancy payment. The resignation must be done in accordance with the notice requirements stipulated in their contract, or on one week’s notice, whichever is the longer notice. This requirement for a minimum of one week’s notice reflects section 86(2) of the Employment Rights Act 1996 (ERA 1996), which provides that the statutory minimum notice to be given by an employee to an employer is one week (after the employee has continuous service of one month or more). Entitlement to pay during the notice period, or to a payment in lieu of notice, will depend on the terms of the employee’s contract. Issues to consider will be whether the employer can elect to

An employee's contract of employment may contain provisions entitling him or her to be paid during any periods of sick absence, including the duration of any entitlement to sick pay, the rate at which sick pay will be paid, and any other conditions relating to eligibility for receiving sick pay. Typical conditions are likely to include complying with the stipulated notification requirements. The central premise underlying the sick pay scheme is usually that the reason for the employee’s absence from work is because they are too sick to be at work (ie they would be at work if it wasn’t for the fact that they were ill). See, for example, Precedents: • Policy and procedure—sickness and attendance • Employment contract basic version (in particular, clause 8) As to statutory sick pay (SSP), all employees, with certain exceptions, are entitled to receive SSP