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Checklist This Checklist is chiefly intended primarily for customers (licencees). It provides an overview of the key terms commonly and usually found in a supplier agreement to licence ‘on‑premise’ software installed on the customer’s own infrastructure. For issues related to the licensing and deployment of software as a service (SaaS), see Practice Note: Cloud computing—introduction and Precedent: Software as a service (SaaS) agreement—pro-customer, accordingly. For further reading and template documents relating to this Checklist, see the following: Practice Note: Key issues in software licence agreements Practice Note: Warranties and indemnities in software licence agreements Precedent: Software licence—pro-customer Precedent: Software licence—pro-supplier Negotiation guide—IT contracts Further information Notes (if any) Grant and scope of licence Is the software described clearly and adequately? The customer should be clear about what it is contracting for. There may also be warranties from the supplier that the software will perform as described. Who is permitted to use the software?...

The Investigatory Powers Act 2016 (IPA 2016) revamped the legal regime regulating covert surveillance by public authorities. IPA 2016 superseded large parts of the framework previously, though not solely, contained in the Regulation of Investigatory Powers Act 2000 (RIPA 2000). See Practice Note: The regulation of intelligence gathering—an introductory guide. This note outlines the offences introduced by IPA 2016. For details of general sentencing limits in a magistrates’ court, see Practice Note: Sentences imposed following conviction—General limits on magistrates’ courts powers to impose custodial sentences following conviction... Section Offence Statutory defence Maximum sentence IPA 2016, s 3 — Unlawful interception: a person, by conduct in the UK, deliberately intercepts a communication during its transmission without lawful authority. Defence: where the individual has the right to control the operation or use of the system, or had that person’s express or implied consent to carry out the interception. Maximum sentence: on summary conviction, a fine; on indictment, up to two years’ imprisonment and/or a...

How to use this Checklist This Checklist flags issues that frequently emerge when negotiating and drafting the following agreement types: Design licence—pro-licensor Design licence—pro-licensee For further reading on design licensing, see these Practice Notes: Introduction to designs UK registered and unregistered designs Licensing intellectual property rights For example character merchandising agreements, consult the Precedents: Character merchandising agreement—pro-licensor and Character merchandising agreement—pro-licensee. For details of the key terms commonly found in a manufacturing agreement and designs licence, see: Manufacturing agreement and design licence—checklist. This Checklist can also, where appropriate, operate as the foundation for a straightforward non-binding heads of terms. For guidance on doing so, see Precedent: Heads of terms—commercial contracts. For support on negotiating an IP licence clause, refer to Practice Note: Negotiation guide—intellectual property licence clause. Checklist schedule for proposed licence of designs Points to consider • Further information • Notes (if any) (A) Key commercial considerations...

The following flowchart Outlines the principal stages of estate administration, beginning with initial contact from a personal representative or a relative of the deceased, proceeding to the submission for a grant of representation, and concluding with the finalisation and closure of the matter within the file itself...

FORTHCOMING CHANGE: Following the Government’s response to the Ministry of Justice and the Office of the Public Guardian (OPG) consultation, Modernising Lasting Powers of Attorney, the Powers of Attorney Bill was granted Royal Assent on 18 September 2023, becoming the Powers of Attorney Act 2023 (PAA 2023). Once commenced, PAA 2023 will amend the Mental Capacity Act 2005 (MCA 2005) to provide a more modern lasting power of attorney (LPA) service...

This decision tree sets out a logical route for deciding whether you may undertake email marketing and, if so, who you can contact. It is just as applicable to text and SMS activity. Separate trees cover postal and live telephone direct marketing—see: Direct marketing decision tree—postal—data protection and Direct marketing decision tree—live telephone calls—data protection. Of all marketing channels, electronic marketing is the most demanding from a regulatory perspective. You must comply with the UK General Data Protection Regulation (UK GDPR) and the Privacy and Electronic Communication Regulations 2003 (PECR 2003). PECR 2003 applies different rules to different electronic marketing methods, depending on your audience and the goods/services being promoted. You must also meet the relevant UK GDPR obligations. For more guidance, see the following Practice Notes: Direct marketing compliance—Electronic mail How to handle personal data for direct marketing Direct marketing—UK GDPR and PECR 2003 interplay What is electronic mail direct marketing? Direct marketing is the communication, by any means, of...

Mergers The Commission cleared: Hartree Partners Holdings, LP’s acquisition of exclusive control of Touton S.A. (M.12189), following a phase I investigation—see further in Midday Express the establishment of a joint venture by EVH Grüne Energie – Beteiligung GmbH & Co. KG and HSBC Alternative Investments S.C.A. SICAV-RAIF (M.12240), following a phase I investigation—see further in Midday Express the setting up of a joint venture by RCL Cruises Ltd....

Mergers The Commission approved: the securing of joint control over Kee Safety Group by Inflexion Private Equity Partners LLP and 65 Equity Partners Pte. Ltd (M.11983) following a phase I investigation—for further details, see Midday Express the attainment of joint control of Grand Bahamas Shipyard Ltd...

Mergers The Commission approved: the establishment of a joint venture between Dalkia SA, Eiffage SA, RATP Solutions Ville SAS, and the City of Paris (M.12214) following a phase I review—see also Midday Express the acquisition by Thermo Fisher Scientific Inc. of sole control of Clario Holdings, Inc...

Resource Note This Resource Note signposts key commentary, analysis and materials to aid interpretation and offer practical direction on using Chapter 2 of the Disclosure Guidance and Transparency Rules (DTR 2). Where relevant, it draws on: the Financial Conduct Authority (FCA) Handbook FCA Knowledge Base—Procedural and Technical notes (formal guidance binding on the FCA) FCA consultation and discussion papers, policy and feedback statements, and warnings Primary Market Bulletins and other FCA publications legacy UKLA technical and procedural notes and the UKLA’s newsletter List!, where still pertinent assimilated EU legislation EU Directives and EU Regulations, where helpful to construing a provision Lexis+® UK analysis and resources Setting the scene What it covers: DTR 2 prescribes the framework for issuers to disclose and manage inside information, supporting timely and even-handed release of market-sensitive information. It also identifies specific situations permitting a delay to public disclosure of inside information, together with the safeguards required to keep such information...

This Resource Note spotlights commentary, analysis and materials to aid interpretation and give practical guidance on applying Chapters 1, 1A, 1B and 1C of the Disclosure Guidance and Transparency Rules: DTR 1, DTR 1A, DTR 1B and DTR 1C respectively. Materials referenced here include, where pertinent: the Financial Conduct Authority (FCA) Handbook FCA Knowledge Base guidance—Procedural notes and Technical notes (constituting formal guidance and binding on the FCA) FCA consultation papers, discussion papers, policy statements, feedback statements and warnings Primary Market Bulletins and other FCA publications former UKLA technical and procedural notes and the UKLA newsletter List!, where still relevant to interpreting or applying a provision assimilated EU legislation EU Directives and EU Regulations, where relevant to interpreting a provision Lexis+ UK analysis and resources Setting the scene What it covers: DTR 1 sets out the Disclosure guidance, explaining its scope and purpose; DTR 1A sets out the transparency rules with their scope and purpose;...

This Practice Note centres on appeals against conviction, sentence, and related orders pursued in the Court of Appeal Criminal Division (CACD) under the Criminal Appeal Act 1968 (CAA 1968), and in accordance with the Criminal Procedure Rules 2025 (CrimPR 2025), SI 2025/909, Parts 36 and 39. It also considers applications advanced by the Attorney General under section 36 of the Criminal Justice Act 1972 (CJA 1972) or section 36 of the Criminal Justice Act 1988 (CJA 1988). It outlines how an appeal is commenced, namely by lodging an application for leave to appeal directly with the Court of Appeal. For further information on obtaining certificates declaring a case fit for appeal from the Crown Court, see Practice Note: Criminal appeals—certificates of fitness to appeal from the Crown Court. For detailed guidance on progressing an appeal in the CACD, see Practice Note: Conducting an appeal in the Court of Appeal Criminal Division (CACD). When can an appeal be made to the Court of Appeal? An appeal to the CACD...

1 General information Report date: [ Enter date ] Previous report date: [ Enter date ] Report submitted by: [ Enter name ] 2 Action points arising from last report Action item: [ Enter action point ], Responsible person: [ Identify person responsible for this action point ], Status: [ Enter status ] Action item: [ Enter action point ], Responsible person: [ Identify person responsible for this action point ], Status: [ Enter status ] Action item: [ Enter action point ], Responsible person: [ Identify person responsible for this action point ], Status: [ Enter status ] Action item: [ Enter action point ], Responsible person: [ Identify person responsible for this action point ], Status: [ Enter status ] 3 Executive summary This report covers the following items: 3.1 overview of business operations; 3.2 account of the operation of competition law compliance systems and controls;...

This Agreement, dated [ • ] 20[ • ], is entered into between the following parties: Parties [ insert name of Borrower ], a company incorporated in England and Wales with registered number [ insert company number ], whose registered office is at [ insert address ] (the Borrower); and [ insert name of Lender ] of [ insert address ] (the Lender). Background (A) [ insert description of background to transaction ]. (B) The Lender has agreed to provide the Facility (as defined below) to the Borrower on the terms and conditions contained in this Agreement...

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 • any conduct subject to sanctions set by a Sanctioning Body; Sanctioning Body • the UK, USA, EU and any other relevant authority imposing/administering sanctions; Sanctioned Entity • any person or entity that is, or is owned/controlled (directly or indirectly, per Sanctions Laws) by, a party sanctioned or listed by a Sanctioning Body; Sanctions Laws • all applicable law on Sanctioned Activities binding any Party or this Agreement’s performance; Sanctions Policy • the Sellers’ sanctions policy in Appendix [ insert Appendix number ], as updated and notified to the Buyer; 1.2 The Sellers and the Group Companies, as at the date of this Agreement and throughout its term: are not Sanctioned Entities; have not been notified of any investigation into a Sanctioned Activity; are unaware of Business circumstances that could give rise...

Under WTR 1998, workers get 5.6 weeks’ annual leave each year: a basic entitlement of four weeks’ leave (20 days for a standard full‑time worker) implementing article 7 of the Working Time Directive (WTD) an additional 1.6 weeks’ leave (eight days for a standard full‑time worker) created by domestic law only Understanding this distinction is important because: European Court of Justice case law concerns the WTD alone, so it applies only to the basic four weeks’ paid leave holiday pay is calculated differently for: the basic four weeks, and the additional 1.6 weeks The general rules as to the right to carry forward accrued holiday entitlement are that: the basic four weeks must be taken in the leave year earned and cannot be carried over (though an employer may choose to allow it) a relevant agreement may allow the additional 1.6...

For the purposes of the Gambling Act 2005 (GA 2005) Under GA 2005, s 3, gambling encompasses ‘gaming’, ‘betting’ and taking part in a ‘lottery’. ‘Gaming’ is defined in GA 2005, s 6 as playing a game of chance for a prize under that provision. A game of chance covers the following: a game that contains both an element of chance and an element of skill, a game where the element of chance can be eliminated by superlative skill, and a game presented as involving an element of chance, but it does not include a sport. There must be some element of chance and the prospect of winning a ‘prize’ for the activity to qualify. The Q&A does not indicate the setting in which the mystery box of prizes is being offered to participants. If the prize is to be obtained by taking part in a game of chance as described in GA 2005, s 6, it will fall within the...

Response to appeal Under the Employment Appeal Rules 1993 (EAT Rules), SI 1993/2854, rule 6(2) provides that a respondent who intends to oppose an appeal must lodge with the Appeal Tribunal a written answer in accordance with, or broadly following, Form 3 contained in the Schedule to these Rules, setting out the grounds on which they rely. Nevertheless, where the respondent seeks to rely on any ground that mirrors a ground adopted by the employment tribunal when making the judgment, decision, declaration or order under appeal, it is sufficient simply to say so in the answer, and it shall be sufficient to state that fact in response. For further details, see Practice Note: Responding to an appeal...