Professional indemnity (PI) insurance provides cover in respect of claims for professional negligence. Many professionals are required to take out PI insurance cover and, where the underlying building contract, consultant appointment or sub-contract requires the warrantor to maintain PI insurance, it is standard that any collateral warranties provided to beneficiaries by the warrantor will also include an obligation to maintain PI insurance. See Practice Note: Professional indemnity insurance in construction projects for more detail on this type of insurance. When evaluating the PI cover to be held under a collateral warranty, a key concern for the lender will be that the level of cover is sufficient in respect of the potential losses that could be suffered in the event of negligence by the warrantor. The PI cover should not be linked to

While a force majeure certificate from China could not bind the English courts in their determination of whether such an event had occurred for the purposes of interpretation of a contractual clause subject to English law, it could be useful guidance as to whether the contract was capable of performance given the conditions prevalent in China. Force majeure is not a precise term, and, indeed, a clause saying ‘…the usual force majeure clauses to apply’ has been held void for uncertainty (British Electrical v Patley Pressing). It has wider meaning than ‘act of God’, which is dependent upon there being no human intervention, and could not include, for instance, strikes or wars. For further information, see Commentary: What constitutes an act of God: Halsbury’s Laws of England [269]. The term is more widely used and recognised in civil law systems, particularly the French. A well-drafted contract

Where an employee is granted a share option under a Schedule 3 save as you earn (SAYE) option scheme, the employee benefits from the following tax advantages provided that they exercise the option in one of the circumstances prescribed by the legislation: • no income tax on option grant • no income tax on option exercise • no income tax on any discount in the exercise price (SAYE options can be granted with a discount of up to 20% to the market value of the shares at the award date) • no income tax on any savings bonus paid on the bonus date or, if the savings contract is terminated early, on any interest payable by the savings carrier under the savings contract • no National Insurance contributions (NICs) or apprenticeship levy, and • capital gains tax (CGT) on disposal of the shares on gains in excess of the individual’s annual exempt allowance SAYE share option schemes have proven extremely popular historically as there is perceived to be 'no

In the case of employee share options which are not tax-advantaged, there isn’t even a legal requirement to enter into a written contract when granting them—however, it is always preferable to do so in order to assist with enforceability and to avoid any future disagreements regarding the terms of the option. Therefore, it is standard practice to formally document the grant of a share option to an employee. Most often, that document takes the form of a deed in order to make sure that a validly binding contract is made. Depending on the particular circumstances, the deed can either take the form of a bilateral deed between the granting company and the option holder, or it can be a unilateral deed which is executed by the granting company only. A unilateral deed is often used by companies granting options to large numbers of employees, as it involves significantly less administration than requiring

Businesses and their employees must be alert to indicators of corruption. The following checklist identifies indicators of corruption which would normally give rise to an escalated investigation. For further information on internal investigations, see: Internal investigation on suspicion of failure to prevent bribery—checklist. • In the course of contract negotiations, or during the completion of a previous contract, consider whether there are any unusual payment mechanisms. These may include: ◦ attempted changes to agreed terms, such as requests for payments to be made urgently and/or ahead of schedule ◦ a request for cash payment ◦ payments being made through a third party country or to a shell company in another country ◦ an abnormally high commission being paid to a particular agency, see Practice Note: How to identify when a commission might become a bribe ◦ requests for payments to be split into two accounts for the same agent, particularly where the two accounts are in different countries, see Practice Note: Agents and other intermediaries ◦ the

Trade association representing owners and investors in commercial and residential property. The BPF publishes standard forms of contract'>building contract, appointments and warranties.

Updated in October 2025 Introduction China, officially known as the People’s Republic of China (PRC), is a sovereign state established in 1949 and led by a single political party, the Communist Party of China (CPC). It has a total area of approximately 9.6m sq km and a population of over 1.4 billion. China has 23 provinces, five autonomous regions, two special administrative regions (Hong Kong and Macau), and four administratively-direct-controlled municipalities (Beijing, Shanghai, Tianjin and Chongqing). Beijing is the capital city and Mandarin is the official language. Through constant economic and political reforms led by the CPC, China has established itself as a country with political stability, economic freedom and legal certainty, making it one of the leading recipients for foreign investments and one of the largest consumer markets. China is the second largest economy in the world and proactively adopts an open policy encouraging global collaboration. As such, it attracts many international companies, regardless of size and nature, eager to tap into and continue to expand their presence in this vital and vibrant

ARCHIVED: This Practice Note has been archived and is not maintained. Investment contracts An investment contract is an early form of contract for difference (CfD), provided for by the Energy Act 2013 (EA 2013) as a transition arrangement to avoid an investment hiatus while the CfD programme arrangements were finalised. The investment contracts work like CfD do, by paying the electricity generator party to the contract the difference between the 'strike price' and the 'reference price'. The 'strike price' is the price for electricity reflecting the cost of investing in a particular low carbon technology, while the 'reference price' is the measure of the average market price for electricity in the market. As such, it is a form of hedge against electricity price volatility, and so these contracts have been created to provide long-term price stabilisation to low carbon plant, and to enable investment to come forward at lower capital costs. See Practice Notes: Contracts for Difference (CfD)—key features and Contracts for Difference (CfD) tracker, which displays the current status and most recent developments in relation to the scheme, covering consultations,

This Practice Note examines the practice and procedure in the High Court in the most common forms of High Court action. It considers proceedings started by way of plenary summons, summary summons and special summons. For guidance on which court to issue a civil claim in, see Practice Note: Ireland—Starting a civil action. The High Court Most High Court proceedings are commenced by way of summons issued out of the High Court Central Office (located in the Four Courts, Dublin), although certain types of action are commenced by way of originating notice of motion or by petition. The analysis below focuses on summonses, of which there are a number of types. The types of originating summons provided for in the Rules of the Superior Courts are: • plenary summons—most contract and tort claims are commenced by way of plenary summons, which essentially identifies the parties and the reliefs sought by the plaintiff. For guidance on starting a breach of contract claim, see Practice Note: Ireland—Starting a breach of contract claim For

This Practice Note looks at how defects are dealt with under the FIDIC Red, Yellow and Silver Books (2017 editions). For defects under the pre-2017 editions, see Practice Note: FIDIC Contracts (pre–2017 editions)—defects. For a more general discussion on defects, see Practice Note: Defects claims in construction. What is a defect under FIDIC contracts? As with many standard form contracts, FIDIC does not contain a definition of ‘defect’. ‘Defect’ generally means that some of the work or materials does not conform with the requirements of the contract (for further commentary on the meaning of this term, see Practice Note: Defects claims in construction — What is a defect?). Clause 4.1 provides that the Contractor shall design, construct and complete the Works and remedy any defects in accordance with the Contract (‘execute the Works’ is defined in clause 1.2(j)). Clause 11 provides that the Contractor should ensure that Works are in the condition required by the Contract by the expiry of the relevant Defects Notification Period (DNP) or as soon as practicable thereafter; this obligation includes the execution of

What are exclusion clauses Unlike some exclusion or exemption clauses in ordinary contracts, an exclusion clause in a contract of insurance is not usually designed to exclude, restrict or limit a party’s legal liability. Rather, these clauses carefully define the boundaries of the risk to be insured by setting out what will ‘not’ be covered under the contract of insurance. While insuring clauses are often broadly worded for simplicity, exclusion clauses are often used as a tool to narrow the scope of coverage provided. Exclusion clauses should be distinguished from other terms in the contract of insurance, such as conditions precedent and warranties. The purpose of an exclusion clause is to define, from the outset, the specific risks which will not be covered by insurers in any event under the policy. Conditions precedent and warranties, on the other hand, will only affect the scope of cover when they are breached by the insured. Under the Insurance Act 2015, breach of a condition precedent or a warranty may have the effect of discharging the insurer’s

This Practice Note discusses the key issues involved in amending an existing facility agreement. It discusses: • common reasons for amending a facility agreement • key considerations when amending a facility agreement on a bilateral or syndicated transaction • issues to consider where there are guarantees or security • how to document an amendment, including when to use an amendment letter, amendment agreement or amendment and restatement agreement • common conditions precedent, and • issues relating to fees and expenses This Practice Note does not deal with one-off waivers and consents. For information on waivers and consents, see Practice Note: Waivers and consents. For information on amending security documents, see Practice Note: Amending security documents. For general contract law guidance relating to amending a contract, see Practice Note: Contract variation. Common reasons for amending a facility agreement After a facility agreement has been signed and funding has occurred, the borrower’s circumstances may change and trigger a request for an amendment to the terms of the facility agreement. For example: • the borrower may request