Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—individual sellers—unconditional—long form: 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-seller—corporate seller—conditional—long form. 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person or entity which is, or which is owned or controlled directly or indirectly by a person or entity which is, the subject of sanctions imposed by, or on a designated sanctions list by, a Sanctioning

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-seller—corporate seller—short form. 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person or entity which is, or which is owned or controlled directly or indirectly by a person or entity which is, the subject of sanctions imposed by, or on a designated sanctions list by, a Sanctioning

Insert the following definitions as new definitions into the clause 1 of Precedent: Share purchase agreement—pro-seller—corporate seller—unconditional—long form. 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person or entity which is, or which is owned or controlled directly or indirectly by a person or entity which is, the subject of sanctions imposed by, or on a designated sanctions list by, a Sanctioning

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-seller—individual sellers—conditional—long form. 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-seller—individual sellers—unconditional—long form: 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—super short form. 1 Definitions and interpretation Sanctioned Activity • means any activity subject to sanctions imposed by the Sanctioning Body; Sanctioning Body • means the United Kingdom, United States of America, European Union and any other applicable local, national or multinational government agency, department, official parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for imposing and/or administering sanctions; Sanctioned Entity • means any person

1 General Date of review [Insert date] Person conducting this review [Insert name] 2 Risk assessment Looking at your risk assessment: Has the risk assessment been reviewed or a new risk assessment been conducted in the last 12 months? □ Yes□ No—provide reason and, if appropriate, set action point at section 5 Does the most recent risk assessment remain fit for purpose? □

International sanctions laws impose restrictions on our ability to do business with certain individuals and entities, as well as potentially entire regimes and countries. These laws help support governments’ foreign policy objectives, including such priorities as promoting national security interests, fighting terrorism, preventing proliferation of weapons of

Dispute Resolution analysis: The court granted summary judgment on two applications brought by a Puerto Rican bank against a Venezuelan state-owned oil and gas company. The state-owned oil and gas company attempted to argue that it could not make payment to the bank because of the imposition of US sanctions rendering such payment illegal; and thus under the material agreements with the bank the payment obligation was suspended and/or pursuant to the rule in Ralli Bros its payment obligation was similarly suspended. As a matter of construction, the court found that the agreements did not suspend the payment obligation in light of the US sanctions; nor was the rule in Ralli Bros of any assistance as a license disapplying the effects of the US sanctions could be obtained. The court similarly found that Article 9(3) of Rome I did not add anything material to the Ralli Bros exception and did not assist the oil and gas company in any way. Written by Christopher Snell, barrister at New Square Chambers.

This Practice Note provides a summary of Office of Financial Sanctions Implementation (OFSI) General Licences relating to the provision of legal services. It also provides brief details of the General Trade Licence, issued under regulation 65 of the Russia Regulations and published by the Export Control Joint Unit (ECJU), which was in effect between 11 August 2023 and 6 September 2024, covering the provision of certain legal advisory services otherwise prohibited by the Russia Regulations. From 6 September 2024, limited exceptions to the prohibition on the provision of legal advisory services are incorporated into the Russia Regulations, SI 2019/855, reg 60DB, rather than certain matters being dealt with by way of licensing. The General Trade Licence has accordingly been revoked—see: DBT General Trade Licence (Russia Sanctions—Legal Advisory Services). OFSI Legal Services General Licence Since October 2022, OFSI has issued a series of General Licences relating to payments by designated persons for the provision of legal services. Rather than keep extending the original General Licence, it has issued a new General Licence on the expiry of each preceding

General information Date of review [Insert date] Person(s) conducting review [Insert name(s)] Screening Considering your screening process: Is your screening process working as required (eg if you outsource screening, are you receiving too many false positives, is the provider reliable, etc)? □ Yes□ No—provide reason and, if appropriate, set action point below Total number of sanctions match reports received in the last [quarter] [Insert number] Number of reports resulting in a positive match in the last [quarter] [Insert