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This Checklist pinpoints the principal provisions commonly found in a trade mark coexistence agreement. It may serve as a prompt for matters to address when preparing, assessing, or negotiating these arrangements. It can be relied upon as a list of points to review at drafting stage, during review, and throughout negotiations and sign-off process. It may equally be tailored as heads of terms to capture core positions whilst a full trade mark coexistence agreement is finalised. For help on doing so, see Precedent: Heads of terms—commercial contracts. For a model coexistence agreement, see Precedent: Trade mark coexistence agreement. For further detail on factors to weigh when drafting a coexistence agreement, see Practice Notes: Trade mark coexistence agreements and Negotiation guide—trade mark coexistence agreement. Checklist Points to consider Further information Notes (if any) (A) Key commercial considerations ☐ Parties Verify which entities will sign the agreement—specify who owns the trade marks (and related rights) and who is exploiting them. Confirm each party’s legal form and...
How to use this Checklist This Checklist aims to flag common issues that emerge during the negotiation and drafting of a publishing agreement. For a model publishing agreement, see Precedent: Publishing agreement—pro-publisher. For more detail on matters raised in this Checklist, consult Practice Notes: Assigning intellectual property rights; Licensing intellectual property rights. Where appropriate, this Checklist can also act as the basis of a simple, non-binding heads of terms. For guidance on doing so, see Precedent: Heads of terms—commercial contracts. The third column can be used to capture observations or comments as the Checklist is completed. Checklist schedule for proposed publishing agreement Checklist Further information Notes (if any) Parties Verify each party’s legal status and consider whether any third parties (such as group affiliates) will benefit from the proposed agreement. Commencement, duration and termination Confirm the start or effective date. Determine whether the agreement lasts for the full copyright term in the work or for a...
How to use this Checklist This Checklist flags frequent issues encountered when negotiating and drafting the following agreements: Software support agreement—pro-customer Software support agreement—pro-supplier For background on matters addressed here, see Practice Note: Key issues in software licence agreements. For the main points likely to feature in talks on a software support agreement, see Practice Note: Negotiation guide—IT contracts. Also see Practice Note: Key issues in SaaS and hardware/software maintenance SLAs and Precedent: Service Level Agreement (hardware/software fault resolution support services). This Checklist can also support drafting brief, non-binding heads of terms; for that, see Precedent: Heads of terms—commercial contracts. Checklist schedule for proposed software support agreement Use the third column to note observations or remarks as you progress through the Checklist. Checklist Further information Notes (if any) Parties Confirm each party’s legal status. Check whether any third parties (such as group affiliates) are intended to benefit from the proposed agreement. Confirm whether any...
This Practice Note This Practice Note considers the entitlement to notice for both employees and employers under the contract of employment, meaning the notice required to end the employment contract, whether spoken or written, and covers: the impact of statutory notice provisions on the minimum notice period the point at which the notice period starts matters concerning permanent health insurance (PHI) withdrawing a termination notice longer notice being given by the employee lawfully dismissing without notice Under contract law, an employer may give notice of dismissal at any time unless the contract, expressly or by implication, provides otherwise. No breach occurs if the employee is allowed to work their notice or, where the contract permits, is paid in lieu of notice. That said, an employee whose contractual rights have not been infringed may still hold statutory rights...
This Practice Note examines the deadline for lodging or submitting an unfair dismissal claim in the employment tribunal under section 111 of the Employment Rights Act 1996 (ERA 1996). It addresses potential qualifications to the usual three-month period running from the effective date of termination (EDT), the tribunal’s discretion to extend time where it has not been reasonably practicable to present the claim within the limit, and the possibility of extending time in relation to the early conciliation requirement. It also reviews when the time limit begins where dismissal is with notice. For detailed guidance on applying and calculating tribunal time limits generally, see Practice Note: Time limits for presenting employment tribunal claims... The general rule—three months from the effective date of termination An unfair dismissal complaint must ordinarily be presented to the employment tribunal before the end of the three-month period beginning with the EDT. For assistance in identifying the date on which the EDT falls, see Practice Note: Effective date of termination. For clarification of the...
Practice Note This Practice Note sets out a summary of the contract governing the sale and purchase of shares in a private limited company (target), commonly also referred to as the share purchase agreement (SPA). An SPA formally captures the terms under which a buyer agrees to acquire from the seller(s) shares in the target’s capital (sale shares), whether that is the whole of the target’s share capital or only a partial stake. The buyer undertakes to pay the seller the price for the acquisition of the sale shares (consideration), and in exchange the seller passes legal title in the sale shares to the buyer (by executing a stock transfer form). This becomes effective on completion of the transaction (completion), which may take place when the SPA is signed or on a later agreed date (where completion is conditional, see further below). As the buyer obtains title to the sale shares at completion, it accordingly assumes all liabilities that attach to the target...
[ Insert Lead-in Language ] Illegality Termination Event We hereby refer to our notice dated [ insert date ] (the ' Original Notice ') formally notifying you of the occurrence of an Illegality Termination Event. If Party A is the sole Affected Party and Section 5(b)(i)(1) applies: In accordance with Section 6(b)(ii) of the Agreement, we have employed all reasonable endeavours (not requiring us to bear any loss, save for immaterial, incidental expenses) to, within 20 days from the date on which the Original Notice became effective, diligently transfer all of our rights and obligations under the Agreement in respect of the Affected Transactions to another of our Offices or Affiliates so that the Illegality Termination Event no longer subsists...
This Agreement is entered into on [ date ] (the Effective Date). Parties [ Insert name of company ], a company registered in [ England and Wales ] with number [ insert registered number ], whose registered office is at [ insert address ] (the Company); [ Insert name ], of [ insert address ] (the Talent). Background The Company is the proprietor of the [ insert ] brand. The Talent is [ insert details of the talent’s background ]. The Company retains the Talent, on the terms of this Agreement, to market the Company’s products...
In the employment tribunals Case no: [ Insert case number ] Between: [ insert name of claimant ] — Claimant and [ insert name of respondent ] — Respondent Claimant's schedule of loss 1. Details Net basic weekly pay: £[ insert amount ] Contractual notice period: [ insert number ] [ weeks OR month[s] ] Statutory notice period: [ insert number ] week[s] Claimant’s date of birth: [ insert date ] Period of service: [ insert date ] to [ insert date ] Complete years of continuous service: [ insert number ] year[s] Age at the effective date of termination (EDT): [ insert number ] years Gross weekly wage: £[ insert amount ] Statutory ceiling for a week’s pay at the EDT: £[ insert amount ] ...