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NEWS
The Department for Energy Security and Net Zero (DESNZ) has published its response to a consultation on regulatory proposals relating to the carbon capture, usage and storage (CCUS) transport and storage Revenue Support Agreement counterparty. The CCUS transport and storage (T&S) business model is intended to incentivise the deployment of the first carbon capture, T&S networks through the provision of revenue support. The government response concluded that it was appropriate to proceed with proposals for regulations relating to the Secretary of State's power to direct a T&S revenue support counterparty to offer to contract.
NEWS
The Scottish Government's Cladding Remediation Directorate has published an action plan detailing the next phase of its remediation programme through March 2026. The plan allocates £20m for Single Building Assessment (SBA) funding and £10m for fire alarm systems in private buildings. Key measures include launching stage two of the Single Open Call, establishing remediation pathways for buildings taller than 18 metres by October 2025, and setting a deadline of 31 October 2025 for developers to sign the Developer Remediation Contract. The programme aims to ensure equal funding access for both social and private housing sectors.
NEWS
This week's edition of Commercial weekly highlights includes: the Prime Minister's Office's announcement bringing forward the subscription contract regime under the Digital Markets, Competition and Consumers Act 2024 to January 2027 and launching a consultation on banning misleading pricing practices; the Department of Health and Social Care's publication of updated guidance on tobacco, vaping and nicotine product restrictions, including new age of sale requirements and enforcement powers taking effect from 29 October 2026; and the Advertising Standards Authority and Trading Standards' joint enforcement action resulting in the removal of 14 illegal offensive weapons websites from the UK market.
PRECEDENTS
This Agreement is made on [date] Parties 1 [insert name of Party A][ of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at OR [insert address] (Party A); and 2 [insert name of Party B] [of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (Party B), (each of Party A and Party B being a party and together Party A and Party B are the parties). Background (A) Party A carries on the business of [insert description of Party A’s business]. (B) Party B carries on the business of [insert description of Party B’s business]. (C) Party A and Party B have agreed that [insert description of proposed transaction] upon the terms and conditions of this Agreement. 1 Definitions and interpretation 1.1 Definitions In this Agreement: Affiliate • means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with, another entity; Authorised Persons • means a party’s[ and its Affiliates’] officers, directors, members, partners, and any of [its OR their] employees, consultants, agents, representatives or professional advisers; Business Day • means a day other than a Saturday,
PRECEDENTS
Deed dated[insert date]section 278 Highways Act 1980 relating to development at [insert text] between: Parties 1 [insert name] of [insert address] (the ‘Council’) 2 [insert name] of [insert address] [incorporated in England and Wales with company registration number [insert number]] (the ‘Developer’) 3 [[insert name] of [insert address] [incorporated in England and Wales with company registration number [insert number]] (the ‘Mortgagee’)] 1 Definitions 1980 Act • the Highways Act 1980 1990 Act • the Town and Country Planning Act 1990 [Bond • a bond substantially in the form at Schedule 1, Annex 4 from a bank or other institution first approved in writing by the Council to secure the obligations to carry out and complete the Works] [Charge • the charge appearing at entry [insert entry number] on the charges register of title number [title number] at [insert date of official copy entries]] Commencement • the earliest date upon which the Works are commenced and the term ‘Commence’ shall be construed accordingly Completion Certificate • the certificate issued by the Proper Officer under clause [insert number] Contract • a contract to be let by the Developer to a contractor approved by the Council under the terms of this Agreement for the construction of the Works Development
PRACTICE NOTES
This Practice Note contains links to the online version of the textbook Employment law in Ireland, Second Edition (2022) by Neville Cox, Val Corbett and Mark Connaughton. The book is a general practitioner focused guide to employment law in Ireland. It covers the legal framework from employment status and contract formation through equality, leave, privacy, protected disclosures, health and safety, disciplinary process, dismissal, redundancy, Workplace Relations Commission and Labour Court procedure. The main sections in this Practice Note reflect the chapters of the book, and the tables in each main section provide links to the online source. Key themes for practitioners Key themes Best starting point Summary Employee or contractor? Chapter 2: Employment Status Sets out the modern tests for employment status, presumptions and vicarious liability. Terms and conditions Chapter 3: Contract of Employment Useful for drafting, reviewing or challenging contractual terms and variations. Discrimination or equal pay Chapter 6: Introduction to Employment Equality LawChapter 7: The Discriminatory GroundsChapter 8: Equal PayChapter 9: Harassment and Sexual HarassmentChapter
Q&As
The term ‘beneficiary’ in relation to jurisdiction is referred to in Regulation (EU) 1215/2012, Brussels I (recast) in: • Articles 7(6) and 25(3) of Regulation (EU) 1215/2012, Brussels I (recast) when dealing with trusts, and • section 3 of Regulation (EU) 1215/2012, Brussels I (recast) (starting at Article 10 of Regulation (EU) 1215/2012, Brussels I (recast)) and Articles 26 and 31(4) of Regulation (EU) 1215/2012, Brussels I (recast) in relation to Insurance contracts However, there is no definition of beneficiary within the regulation. It may be that the term is not defined within the regulation as the term beneficiary would be a defined term within either the trust instrument or the insurance contract. The definition would, therefore, be taken from the underlying trust instrument or insurance contract and so a definition is not required within the regulation. Trusts When dealing with a trust, the court with jurisdiction will generally be that where the trust, rather than the beneficiaries, is domiciled (Article 7(6)
CHECKLISTS
This Checklist of key tax considerations relevant to share issues is in the form of a table. It covers: • issuer tax considerations, including: ◦ the implications of a share issue from a chargeable gains perspective ◦ the fact that a gain or a loss on a derivative contract is ignored if the contract hedges against the exchange rate risk in the context of a rights issue or an open offer where the issuer's functional currency differs from the currency in which its shares are denominated and therefore the proceeds are received ◦ the issuer's inability to deduct the costs and expenses of the share issue for corporation tax purposes, and ◦ the fact that a share issue is not a supply for VAT purposes, including an outline of the implication for the issuer's VAT recovery position • shareholder tax considerations, including: ◦ the cost of acquisition forming part of the shareholder's base cost for chargeable gains purposes ◦ the share pooling and identification rules for chargeable gains purposes ◦ reorganisation treatment for chargeable gains purposes
PRACTICE NOTES
ARCHIVED: This Practice Note has been archived and is not maintained. How does Brexit impact franchising? There are no specific franchising EU derived laws or regulations, therefore the main implications of Brexit for the franchisee and franchisor will be the practical changes that need to be considered when drafting and negotiating franchise agreements, reviewing intellectual property rights protection and considering any competition law implications upon the arrangement. See News Analysis: What will Brexit mean for franchisors and franchisees, and how to prepare? Franchise agreements Franchise agreements and arrangements should be reviewed to check that they remain suitable for use post-IP completion day both in terms of the commercial arrangements that they reflect and the contract wording itself. Consider whether any specific contracts or general standard terms need to be varied or adapted. For example, provisions relating to territorial scope, pricing, tax, intellectual property, data protection, applicable law, jurisdiction and dispute resolution. See Practice Notes: • Brexit—contract risk management [Archived] • Brexit—drafting commercial clauses [Archived] • Brexit—drafting boilerplate clauses [Archived] • What does IP
PRACTICE NOTES
This Practice Note identifies Q&As on practical issues associated with remote execution, in particular the following scenarios: • Virtual execution • Electronic signatures • Share certificates Virtual execution • If I can’t meet the people I am contracting with to sign a contract, how do I execute a contract by virtual means? • My company needs to enter into a document as a deed but everyone is working from home. Is it possible to execute a deed by virtual means? • Are mixed signings permissible? For example where one party to a deed signs a counterpart in wet ink and another signs a counterpart with an electronic signature; where one counterpart is wet ink signed and the other counterpart is signed by virtual means (a Mercury signature); or where one counterpart has a Mercury signature and the other counterpart has been signed with an electronic signature. • Is there a requirement under law that a deed has to be physically dated (ie printed out and dated with agreement by all parties
PRACTICE NOTES
Under Article 20 of the IDD, the manufacturer of a non-life insurance product, such as a motor insurance or home contents policy, is required to draw up an Insurance Product Information Document (IPID), that insurance distributors must provide to customers prior to the conclusion of the insurance contract. This Practice Note describes the IPID requirements set out in Directive (EU) 2016/97, the Insurance Distribution Directive (IDD), which replaced the Insurance Mediation Directive (2002/92/EC) (IMD) effective 1 October 2018. For more information on the IDD, see Practice Notes: • EU Insurance Distribution Directive (IDD)—essentials • EU Insurance Distribution Directive (IDD)—scope, registration, passporting and sanctions • EU Insurance Distribution Directive (IDD)—organisational and conduct of business requirements, and • EU Insurance Distribution Directive (IDD)—insurance-based investment products Requirements of the IPID Article 20 of the IDD Prior to the conclusion of a contract, whether or not advice is given and irrespective of whether the insurance product is part of a package, the insurance distributor must provide the customer with the relevant information about the insurance
PRACTICE NOTES
The NEC3 and NEC4 contracts encourage an ongoing, proactive approach to the monitoring and management of risks, and anyone administering or working under these contracts needs to pay close attention to the risk management processes. This Practice Note looks specifically at the risk management provisions in the NEC3/NEC4 Engineering and Construction Contract (ECC), but similar provisions are found across the suite. Risk allocation First, a distinction must be drawn between risk management and risk allocation in the NEC contracts. The contracts take the opposite approach to risk allocation to some of the other standard forms, and specifically set out which risks are borne by the Client (known as the ‘Employer’ in NEC3). All others, by implication, are then the Contractor’s risks. The risks taken on by the Client, described as the ‘Client’s liabilities’ in NEC4 and the ‘Employer’s risks’ in NEC3, are listed in clause 80.1 and this list can be supplemented by noting additional risks to be assumed by the Client in part one of the Contract Data. The distinction between risk allocation and risk management under