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ARCHIVED: This Checklist has been archived and is no longer maintained. For up-to-date guidance, please refer to: Governing law and jurisdiction clauses in commercial contracts―checklist. Brexit: As of exit day (11pm on 31 January 2020) the UK is no longer an EU Member State. However, in line with the Withdrawal Agreement, the UK entered an implementation period, during which it continues to be subject to EU law. This affects this Checklist. For further guidance, see Brexit Bulletin—key updates, research tips and resources, and the Brexit collection. This Checklist assesses the implications of Brexit for drafting and negotiating dispute resolution clauses. It looks at the position regarding: Applicable law clauses (also referred to as governing law clauses or choice of law clauses) Jurisdiction clauses The enforcement of judgments The service of documents...
ARCHIVED: This Checklist is archived and no longer maintained. Brexit: as of exit day (11 pm on 31 January 2020) the UK is no longer an EU Member State. However, in line with the Withdrawal Agreement, the UK entered an implementation period, during which EU law still applies. This affects this Checklist. It should be read with this context firmly in mind. For further guidance, see: Brexit Bulletin—key updates, research tips and resources, and the Brexit collection. On 3 February 2020, the UK and the EU set out their opening negotiating positions for a post‑Brexit UK‑EU relationship. Although the Political Declaration, appended to the Withdrawal Agreement, provides the framework for the future relationship with the EU, it is not legally binding, so either side may choose to depart from parts or all of the text. If talks on a trade agreement between the UK and the EU fail (a no trade deal Brexit), the UK’s trade with the EU would proceed on World Trade Organization (WTO) terms. This Checklist...
ARCHIVED: This Checklist is archived and no longer maintained. Brexit: From exit day (11 pm on 31 January 2020), the UK ceased to be an EU Member State. Nonetheless, under the Withdrawal Agreement, the UK entered an implementation period during which EU law continues to apply, which affects this Checklist. For additional guidance, refer to Brexit Bulletin—key updates, research tips and resources, and the Brexit collection. On 3 February 2020, the UK and the EU published initial negotiating stances on a future UK-EU relationship after Brexit. Although the Political Declaration, which accompanies the Withdrawal Agreement, outlines the framework for future ties with the EU, it is not legally binding, so either party may decide to deviate from parts or all of it, and outcomes could therefore differ from that text. If talks on a UK-EU trade agreement fail (a no trade deal Brexit), UK-EU trade would default to World Trade Organization (WTO) terms. This Checklist highlights the principal points to consider when selling goods from the UK for supply...
In this issue: Budgets and Finance Bills VAT Taxes management and litigation Individuals and income tax International Employment taxes Real estate tax LexTalk®Tax: a Lexis®Nexis community Daily and weekly news alerts Dates for your diary Trackers New and updated content Useful information Budgets and Finance Bills Finance Bill 2026 completes House of Commons committee stage On 3 February 2026, the Public Bill Committee concluded scrutiny of Finance Bill 2026 after just six of the scheduled 14 sittings. The Bill has been reissued to fold in government amendments cleared in committee, bringing the Commons committee phase to a close. The revised Bill will proceed to report stage in the Commons—date to follow—which is Parliament’s last chance to make substantive changes. The Commons recess runs from 13 to 20 February, with business resuming on 23 February. See: LNB News 04/02/2026 19 and Tax—Finance Bill 2026 tracker—progress through Parliament. National Insurance Contributions...
In this issue: UK, EU and international regulators and bodies Authorisation, approval and supervision Prudential requirements Financial stability Risk management and controls Financial crime and sanctions Consumer protection Investigations, enforcement and discipline PRIIPs Regulation of derivatives Banks and mutuals Sustainable finance and ESG Investment funds and asset management Consumer credit, mortgage and home finance Regulation of insurance Regulation of personal pension and stakeholder products Payment services and systems Spring Budget 2024 EEA Agreement Annex IX (Financial Services) Daily and weekly news alerts New and updated content Dates for your diary UK, EU and international regulators and bodies FCA sets out business plan for 2024–25 and outlines its approaches to supervision, consumers, international firms and competition The Financial Conduct Authority (FCA) has released its business plan for 2024–25—the concluding year of its three-year strategy aimed at delivering improved outcomes for consumers and...
In this issue: Brexit UK, EU and international regulators and bodies Authorisation, approval and oversight Prudential rules Risk management and controls Sanctions and financial crime Consumer protection Investigations, enforcement and disciplinary action Benchmark regulation and IBOR reform Capital markets regulation Dispute resolution for financial services lawyers Securities financing transactions Derivatives regulation ESG and sustainable finance Banks and mutuals MiFID II Insurance regulation Payment services and systems Fintech and cryptoassets Financial Services Enforcement Database Daily and weekly news alerts Intraday news alerts New and updated content Dates for your diary Brexit Retained EU Law (Revocation and Reform) Act 2023 (Consequential Amendment) Regulations 2023, SI 2023/1424: made under powers in the REUL(RR)A 2023 in connection with Brexit, this instrument amends 16 pieces of UK secondary legislation and 90 pieces of UK primary legislation as part of retained EU law reform, and comes...
Film and TV glossary A–B Film and TV glossary E–H Film and TV glossary I–L Film and TV glossary M–P Film and TV glossary R–S Film and TV glossary T–W CAP Code for non-broadcast media The UK Code of Non-broadcast Advertising and Direct & Promotional Marketing (the CAP Code) serves as the principal framework governing non-broadcast adverts, promotional sales activity and direct marketing messages. It is drafted by the Committee on Advertising Practice (CAP), a self-regulatory body whose membership comprises organisations representing advertising, sales promotion, direct marketing and media industries. The Advertising Standards Authority (ASA) polices the CAP Code and may require the withdrawal or amendment of any advertisement that contravenes these standards. Refer to Practice Note: Advertising law and regulation. Channel 4 Channel 4 operates as a ‘publisher-broadcaster’: it produces no programmes internally, commissioning content from production companies across the UK. Cinematograph film Under the Copyright Act 1956 (CA 1956), films gained protection as...
Heads of terms A business purchase (the target business) typically starts with settling the key commercial points—price, structure of the deal, due diligence steps, exclusivity provisions and timetable. These points are commonly negotiated by the parties themselves, or alongside their accountants and other professional advisers, and then set out in heads of terms, sometimes called a ‘letter of intent’ or ‘memorandum of understanding’. See Practice Note: Heads of terms—share and asset purchases. Where environmental risks are known or suspected, the heads of terms might cover: providing the buyer with any existing environmental report(s) a requirement for a reliance agreement or collateral warranty, giving the buyer the benefit of those report(s) a process allowing the buyer to undertake a phase 1 environmental audit or phase 2 ground investigations headline terms for an environmental indemnity or environmental insurance What happens during the preliminary phase?...
This Practice Note is part of Share purchase transaction collection. The disclosure process requires the seller to prepare a disclosure letter, which is finalised and signed on exchange. Although both it and due diligence involve supplying the buyer with information about the target, the letter serves a distinct function. It enables the seller to qualify the warranties set out in the warranties schedule to the share purchase agreement, thereby limiting potential liability under them. If, after a buyer’s warranty claim, the seller can demonstrate that a matter was disclosed to the buyer (and that the standard of disclosure in the share purchase agreement was met), the buyer’s claim will not succeed. The disclosure letter includes: general disclosures: information and documents of a general nature (such as searches of public registers) that are deemed disclosed to the buyer (even though general disclosures are usually a short list, the breadth of issues they cover often requires considerable negotiation) specific disclosures: a list of particular matters relating to...
This Agreement is made on [ insert day and month ] 20[ insert year ] Parties [ Insert name of company in administration ] (in administration), being a company incorporated in [ England and Wales OR [ insert country of incorporation ] ], with registered number [ insert company number ], and having its registered office at [ insert address ] (the Seller), acting through its [ joint ] Administrator(s) [ Insert name of administrator(s) ] of [ insert name of firm ], whose registered office is at [ insert address of firm ] (the Administrator(s)) [ insert name of purchasing corporate entity ], a company duly incorporated in [ England and Wales OR [ insert country of incorporation ] ], with registered number [ insert company number ], and with its registered office address at [ insert address ] (the Buyer); and each of the Seller Administrator(s) and the Buyer being a Party, and together the Seller Administrator(s) and the Buyer being the...
date [ date ] Parties [ name of Managing Agent ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] ( Managing Agent ) [ name of Funder ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] ( Funder ) [ name of Borrower ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] ( Borrower ) Background The Borrower has engaged the Managing Agent to manage the Property pursuant to the Principal Management Agreement. Under the Facility Agreement, a facility has been provided to the Borrower. The Managing Agent has consented to enter into this Agreement. ...
We are [ app provider’s name and address ], who built [ app name ] (called the ‘app’ below). You must be at least [ 13 ] years of age and live in the UK to use the app. By installing the app, you accept the terms of this legally binding agreement. Please read it alongside our privacy policy before you install and use the app. Only download or get the app if you have read the rules and consent to them. If you do not accept these terms, we will not permit you to use the app and you should therefore not install it. 1 This agreement 1.1 We licence you to download and use the app if you follow all the rules set out in this agreement. The licence includes the following: 1.1.1 is solely for you personally (and any other person the app store allows you to share the app with) and for non-business use; 1.1.2 begins when you download the...
Brexit—Commercial For help with your query, please refer to the following: Brexit—contract clauses and resources—checklist [Archived] Clause: Brexit—warranty for commercial contracts clause [Archived] Clause: Territory definition For additional guidance, see: Brexit collection...