Under section 13 of the Employment Rights Act 1996 (ERA 1996), an employer cannot make any deductions from the wages of a worker unless: • the deduction is required or authorised to be made by virtue of: ◦ a statutory provision, eg the requirement to make deductions for income tax or National Insurance contributions via Pay As You Earn, or ◦ a relevant provision of the worker's contract, eg where the employer provides a loan to the worker and has a contractual right to take money out of the worker's wages in repayment, or • the worker has previously signified in writing their agreement or consent to the deduction (ERA 1996, s 13(1)) Statutory sick pay (SSP) and statutory maternity pay (SMP) are included in the definition of ‘wages’

This precedent is for use between a processor and sub-processor. It assumes the sub-processor is able to obtain fairly favourable terms and that the original processor has contracted with the controller based on Precedent: Personal data processing schedule—pro-supplier—UK GDPR and EU GDPR. For a list of precedent provisions for use between a controller and processor, see: List of data protection clauses and agreements for commercial transactions and personal data processing and sharing. This precedent uses the additional defined terms ‘Agreement’, ‘Business Day’, ‘Charges’, ‘Customer’, ‘Services’, ‘Supplier’ and ‘Supplier Personnel’, which are unlikely to be specific to this schedule and which it is assumed are separately defined in the relevant agreement. The Schedule Part A: Operative provisions 1 Definitions 1.1 In this Schedule: Controller • has the meaning given in applicable Data Protection Laws from time to time; Controller Entity • means [insert as appropriate, eg ‘the Controller of the Protected Data, which as at the date of this Agreement is [insert name of legal entity]’]; Data Protection Laws • means, as binding on either party or the Services: (a) the EU GDPR;

Affiliate • means any entity that directly or indirectly controls, is controlled by or is under common control with, another entity; Relevant Period • means the Term of the Agreement; Restricted Period • means the Term of the Agreement [and a period of [insert period, eg six months] after its completion, expiry or termination]; Restricted Person • means [any person employed or engaged by either party at any time during the Relevant Period in a [enter details of relevant roles eg senior sales, marketing, or operational roles]

What is third party litigation funding? Third party funding (TPF) has become an important feature of the litigation landscape in the UK. This Practice Note concerns TPF sought by a litigant under a litigation funding agreement (LFA) with either a commercial litigation funder or some other person who finances the litigation who is not party to the litigation. The motivation of a commercial funder is to invest in hopes of a return, while the motivation of a litigant seeking TPF is usually to enable the litigant to pursue litigation which it otherwise could not afford to bring (and thereby achieve access to justice) or to hedge its own financial risk in relation to the costs of pursuing litigation. Lord Justice Jackson (as he then was), who led the Civil Litigation Costs Review published in 2010, described TPF as: ‘The funding of litigation by a party who has no pre-existing interest in the litigation, usually on the basis that (i) the funder will be paid out of the proceeds of any amounts

Arbitration analysis: Ms Clare Ambrose, sitting as a Deputy High Court Judge in the Chancery Division, declined to make an order enforcing a domestic arbitration award under section 66 of the Arbitration Act 1996 (AA 1996). The award had been made by a tribunal of the London Beth Din (Court of the Chief Rabbi) in a property dispute. The tribunal had ordered specific performance of a contract (‘Heskem’) for the transfer of the property. The judge found that the parties had agreed the application of Jewish law to the procedure and that the Beth Din consequently had power to order the transfer, overcoming the prohibition on orders for specific performance relating to land in AA 1996, s 48(5)(b). However, exercising her discretion under AA 1996, s 66, she decided that it would not be in the interests of justice for the order to be granted because new evidence was inconsistent with the case put before the tribunal.

This week's edition of Commercial weekly highlights includes: analysis of the Supreme Court decision in King Crude Carriers SA v Ridgebury November LLC which held that where a party wrongfully prevents the fulfilment of a condition precedent to its obligation, that condition is not deemed to be fulfilled; announcement of the Court of Appeal’s decision in URE Energy Ltd v Notting Hill Genesis which considered whether a party will be held to have affirmed a contract if it had no knowledge of the right to terminate and the facts giving rise to that right; and news that the Department for Science, Innovation and Technology has introduced the Cyber Security and Resilience Bill to Parliament which aims to strengthen the UK’s cyber defences against cybercriminals.

The Serious Fraud Office (SFO) has secured a £10 million penalty from Ultra Electronics Holdings Ltd under a Deferred Prosecution Agreement (DPA). The defence contractor accepted responsibility for failure to prevent bribery relating to three public sector contracts in Oman and Algeria. The investigation began in 2018 after Ultra Electronics self-reported suspected corruption in Algeria, and was later extended to all jurisdictions where the company operated in 2024. The bribery failures involved a contract worth up to £200 million awarded by the Omani Ministry of Transport and Communications, plus two Algerian contracts that were ultimately unsuccessful. Ultra Electronics must pay an additional £4.8 million in SFO investigation costs and provide yearly compliance reports for three years to demonstrate effective anti-bribery procedures.

Dispute Resolution analysis: This judgment on the Italian swaps litigation addresses a range of jurisdictional questions. It focuses on a bespoke version of the standard ISDA jurisdiction clause. While ostensibly providing for the jurisdiction of both the English and Italian courts, the court construed it as an exclusive jurisdiction clause in favour of England. The judgment also clarifies the scope of the service out gateway under CPR 6.33(2B(b), confirming that it extends to any claim (whether ‘in respect’ of a contract or not) falling within a contractual jurisdiction clause. Finally, the court dismissed Trentino’s innovative argument that the ‘unforeseeable effects’ of Brexit (notably the risk of parallel proceedings and the potential unenforceability of an English judgment in Italy) made Italy a more appropriate forum than England. Written by Harriet Campbell, senior knowledge lawyer at Penningtons Manches Cooper LLP.

Construction analysis: This highlights the requirement in CPR 8.1(2) that matters brought under Part 8 must be unlikely to involve a substantial dispute of fact. Deputy Judge Neil Moody KC declined to make final determinations regarding contract clauses and extensions of time because there were disputes of fact requiring detailed analysis and review of further evidence by the court. This case therefore serves as an important reminder that where there is an element of factual dispute to a claim, parties must carefully consider the type of claim being brought in order to seek a resolution, and suggests that that contractual should ideally be pleaded out separately to Part 8 proceedings being brought. Written by Juliet Gough, senior associate at Walker Morris LLP.

The Futures Industry Association (FIA) has submitted a letter to the US Commodity Futures Trading Commission (CFTC) in response to its Request for Comment on the Direct Clearing of Derivatives by Retail Participants, proposing a simplified regulatory framework for retail direct clearing while preserving the existing structure for leveraged trading. FIA explains that the Commodity Exchange Act 1936 establishes an interdependent system in which designated contract markets provide price discovery, derivatives clearing organisations (DCOs) ensure settlement, and futures commission merchants (FCMs) manage credit, margin and customer risk. It argues that this intermediated model should be retained where retail trading involves leverage, as the allocation of responsibilities and risk controls is essential to market stability. However, where positions are fully collateralised and pre-funded, and no leverage or extension of credit is involved, FIA considers that a streamlined regime may be appropriate because the DCO functions primarily as a settlement agent and the risk profile is reduced.

The monitoring officer at Tendering District Council has issued a section 5 joint report, in compliance with the Local Government and Housing Act 1989 (LGHA 1989) obligations, to update the Cabinet on progress on reconfiguring Spendells House for the provision of temporary housing, to seek continued support given the available options and the need for accommodation and to request additional funding to address unexpected issues. The report also informs members of a breach of the Council’s Financial Procedure Rules and legal requirements regarding contract variations without sufficient approvals in place and the actions taken in response, which led to incurring additional costs to the project without authorisation. The Cabinet resolved to continue supporting the project, allocate additional funds, and ensure proper oversight.

The Department for Energy Security and Net Zero (DESNZ) has launched the Clean Industry Bonus (CIB) for the Contracts for Difference (CfD) Allocation Round 7 (AR7). This initiative provides additional CfD revenue support to fixed and floating offshore wind applicants who invest in sustainable supply chains. DESNZ has published an allocation framework and guidance detailing how to apply for the CIB, funding allocation, as well as the process for receiving CIB payments, among other matters. It has also published statutory notices required to launch CFD AR7, specifically pertaining to the CIB. The CIB application window is scheduled to open in February 2025. In addition, DESNZ has launched a consultation on proposed additions to the CfD contract to incorporate the CIB mechanism. The consultation aims to gather feedback on the proposed contractual changes that will enable the implementation of the CIB within the existing CfD framework, including payment terms and  performance-related adjustments, among other aspects. The consultation closes on 10 December 2024.