Powered by Lexis+®
Jurisdiction(s):
United Kingdom
CASE STUDY

“LexisLibrary gives us the most relevant and recent cases and always has the latest information on them. It makes research so much easier. We're more cost-effective for our clients and more efficient each day”

Advocates

Access all documents on Letter of obligation

Letter of obligation meaning

What does Letter of obligation mean?
In Scottish conveyancing, a letter of obligation is a seller’s solicitor’s formal professional undertaking given on completion to protect the purchaser during the registration gap. Historically, it promised that, for 14 days after completion, no deeds adversely affecting the purchaser’s title would be registered in the Land Register (or recorded in the register of sasines), provided the purchaser lodged the disposition for registration within that period. It commonly also included undertakings to obtain and register/record necessary discharges and any prior or linking deeds. Since the Land Registration etc. (Scotland) Act 2012 introduced advance notices (which give 35 days of ranking protection), letters of obligation are largely superseded for gap-risk protection. They may still be sought for residual matters not covered by an advance notice, such as procuring and registering discharges of standard securities and other post-settlement deeds. The term is not defined in legislation; it describes a customary solicitors’ undertaking enforceable as such. Usage is principally Scottish. In England and Wales, Northern Ireland and Ireland, analogous protection is achieved through priority searches (for example, OS1/OS2 in England and Wales) and solicitors’ undertakings, rather than a document called a letter of obligation.
Speed up all aspects of your legal work with tools that help you to work faster and smarter. Win cases, close deals and grow your business–all whilst saving time and reducing risk.

View the related Checklists about Letter of obligation

CHECKLISTS
Seller-side environmental risk and due diligence checklist for property transactions: contamination disclosure, 'sold with information' liability transfer, reports and reliance, investigation licences, permits, insurance, asbestos and EPCs

Does a seller need to disclose land contamination to a buyer? If the seller knows the land is contaminated, there is no obligation to reveal this to a purchaser; the principle of ‘buyer beware’ applies. However, when responding to CPSE enquiries, the seller must avoid any misleading statements. 16.4 Please provide (so far as the Seller is aware) details of: (a) historic and current uses of the Property and activities undertaken there; and (b) whether any hazardous substances, or contaminative or potentially contaminative materials, are in, on or beneath the Property, including asbestos or asbestos-containing materials, any known waste deposits, present or former storage areas for hazardous or radioactive substances, existing or previous storage tanks (above or below ground), and any parts of the Property that are or were landfill. A seller will typically seek the benefit of the ‘sold with information’ statutory exclusion and authorise the buyer to carry out its own site investigations. A typical response would be: ‘the buyer may undertake its own investigations...

Read More Right Arrow

View the related News about Letter of obligation

NEWS
EU competition update: General Court upholds Česká pošta USO compensation; upholds Commission refusal of access to Luxembourg ATAs; merger clearances, filings and appeal; FSR ADNOC/Covestro timetable suspended

State aid General Court dismisses action relating to Commission’s decision approving compensation to Česká pošta for universal service obligations The General Court delivered its ruling in Case T-784/22, Zásilkovna v Commission, a challenge to the Commission’s decision of 25 July 2022, which concluded that compensation granted to Česká pošta by the Czech Republic for carrying out the universal postal service obligation for the years 2018-2022 was compatible with the internal market (SA.55208). The General Court rejected the action in full. By its ruling, the Court endorsed the Commission’s approval of the compensation measure. Background Česká pošta, the incumbent postal operator in the Czech Republic, has been designated as the country’s universal postal service provider. Under the universal service obligation (USO), Česká pošta is required, amongst other duties, to make available specified letter and parcel delivery services on each business day throughout the whole territory of the Czech Republic. The General Court upheld this decision on appeal. In January 2018, the Czech authorities pre-notified compensation intended for Česká...

Read More Right Arrow
NEWS
UK and EU environmental law weekly update: judgments, legislation, policy and funding—19 June 2025

In this issue: Key developments and materials Brexit Air pollution and climate change Contamination and environmental pollution Energy efficiency and buildings Product energy efficiency Energy for environmental lawyers Environmental assessment Environmental information Environmental taxes, reliefs and incentives ESG and sustainability Hazardous substances and chemicals Marine Nature, biodiversity and habitat conservation Waste Waste producer responsibility regimes Water, flooding and drainage Daily and weekly news alerts New and updated content United Kingdom Environmental Law Association (UKELA) Annual Conference Key developments and materials Spending Review 2025—Key Energy and Environment announcements On 11 June 2025, the Chancellor of the Exchequer, the Rt Hon Rachel Reeves MP, set out to Parliament the government’s Spending Review 2025 (SR25). This News Analysis draws out announcements and commitments of significance to the energy and environment sectors. See News Analysis: Spending Review 2025—Key Energy and Environment announcements. 2025 UN Ocean Conference...

Read More Right Arrow
NEWS
Equal pay: EAT upholds material factor defence based on operational competence requirement despite comparator non-compliance (Barnard v Hampshire & Isle of Wight Fire and Rescue Authority)

Barnard v Hampshire and Isle of Wight Fire and Rescue Authority [2024] EAT 12 What are the practical implications of this judgment? This decision confirms that a contractual obligation on employees to remain prepared for an operational post (eg by keeping fit and completing the required training) can amount to a genuine material factor, providing a defence to an equal pay claim. That point was, however, scarcely disputed. The contested question was the significance of evidence showing that the relevant comparators had not stayed wholly ready for such an operational role. The EAT stated that the central enquiry is whether the obligation is authentic rather than a ‘dead letter’—that is, whether it remains in force, and has not been abandoned or suspended—and whether it contributes to the pay gap. It ruled that if a comparator is no longer adhering to the obligation, that may actually be evidence from which an employment tribunal might infer that it is not genuine; but a tribunal need not do so, since non-compliance...

Read More Right Arrow

View the related Practice Notes about Letter of obligation

PRACTICE NOTES
UK financial services risk control: FCA SYSC and PRA Rulebook obligations, CRR and MIFIDPRU requirements, SMCR governance, and PRA private equity review, including post-October 2025 MiFID II organisational changes

This Practice Note considers the requirements and guidance on risk control (the risk control rules) relevant to firms, drawn from the Senior Management Arrangements, Systems and Controls sourcebook in the Financial Conduct Authority (FCA) Handbook (SYSC) and the Prudential Regulation Authority (PRA) Rulebook, and includes measures that will replace Commission Delegated Assimilated Regulation (EU) 2017/565 (the UK MiFID II Organisational Regulation) upon its revocation on 23 October 2025. Risk control rules applying to UK financial services firms The risk control rules applicable to firms are contained in: the overarching obligation to maintain effective risk control processes in SYSC 4.1.1R SYSC 7 Risk control SYSC 21 Risk control: guidance on governance arrangements Dual-regulated firms should also be mindful of parallel provisions in the following sections of the PRA Rulebook: Risk Control (which applies to CRR firms, as defined in the PRA Rulebook Glossary) Group Risk Systems (which applies to CRR firms) Credit Unions—11 General organisational requirements...

Read More Right Arrow
PRACTICE NOTES
Private sector pensions due diligence for TUPE asset sales: transferring rights, Beckmann liabilities, minimum benefits, warranties and indemnities

THIS PRACTICE NOTE APPLIES TO ALL PRIVATE SECTOR PENSION SCHEMES Business sales (sometimes called asset sales) involve a seller disposing of part, or all, of its tangible business to a buyer. The buyer then assumes ownership of the contracts and assets set out expressly in the business sale agreement. Those contracts will typically include, for example, commercial agreements and the employment contracts for some, or all, of the seller’s staff (employees transfer by law), together with any plant, machinery, property, goodwill, and similar items. This Practice Note should be read alongside the following Practice Notes: Pension issues on a business sale—acting for the buyer Pension issues on a business sale—acting for the seller TUPE—what pension benefits should the transferee provide? The purpose of due diligence Due diligence is the process by which a buyer obtains information about the seller's business and the accompanying liabilities. Lawyers acting for the buyer are frequently provided with access to an actual or virtual data...

Read More Right Arrow
PRACTICE NOTES
Scottish Commercial Lease Rent: Quarter Days, VAT, Interest, Open Market and Index-Linked Reviews, Turnover and Stepped Rents, Drafting Pitfalls, and Waiver of Late Review

This Practice Note explains the legal framework governing rent and rent review clauses in Scottish commercial leases. For disputed elements of rent and rent review, see Practice Notes: Rent arrears in commercial leases—recovering—Scotland and Commercial property rent review disputes—Scotland. Rent At common law, one essential requirement for a lease is the obligation to pay rent, even if only a token sum. Rent is typically due quarterly in advance on the Scottish quarter days; however, it is also frequent for leases where the landlord is an English property company or pension fund to specify payment on the English quarter days (see below) to maintain uniformity across the landlord's portfolio. After the 2008 recession, retail tenants increasingly sought to pay rent monthly in advance, and many landlords have been willing to consent to this. Such arrangements are generally personal to the original tenant and are recorded by a back letter; see Practice Note: Back letters to commercial leases in Scotland. The new Scottish quarter days are: Candlemas,...

Read More Right Arrow

View the related Precedents about Letter of obligation

PRECEDENTS
Mutual confidentiality letter (short-form NDA) — England and Wales law; affiliate disclosures; Contracts (Rights of Third Parties) Act 1999; Victims and Prisoners Act 2024 carve-out

[ insert name and address of sender ] (We) Our reference: [ insert reference ] Your reference: [ insert reference ] [ insert address of recipient ] (You) 1 In this letter, the following terms have the following meanings: 1.1 Affiliate refers to any entity that, directly or indirectly, Controls, is Controlled by, or is under shared Control with, another entity; 1.2 Authorised Persons denotes the officers and directors, members and partners, employees, consultants, sub-contractors, agents, representatives, or professional advisers of a party and/or its Affiliate(s); 1.3 Confidential Information means all information of a confidential nature that either we or you hold or obtain from the other (whether directly or indirectly), including the other’s know-how, trade secrets, plans, developments, financial, commercial, technical, tactical, strategic, marketing, operations, customer or product information, personnel information, any information marked as or agreed to be confidential, any other information that either we or you know, or could reasonably be expected to know, is confidential, and any such information relating...

Read More Right Arrow
PRECEDENTS
Precedent Employer Policy: Time Off for Jury Service, Witness Duties and Personal Court Appearances - Reporting, Pay, Expenses and Leave

1 Introduction The Company recognises that any employee called for jury service has a legal obligation to serve, and the Company, as the employer, is legally required to permit time off for this. You are expected to co-operate with the Company to ensure that undertaking jury service does not detrimentally affect the Company, its business, or its staff. This policy also applies to other circumstances where your presence at court is required. 2 Jury service Upon receiving a summons for jury service you must: inform the Company as soon as the summons is received; notify the Company of: the date you are required to attend; where known, the expected duration of the jury service; and the court at which you are required to report; provide a copy of: ...

Read More Right Arrow
PRECEDENTS
Irrevocable standby letter of credit: bank precedent with demand appendix (England and Wales law; ISP98 or UCP600)

[ To be printed on the headed paper of the issuing bank ] To: [ insert name and address of beneficiary ] Date: [ insert date ] Dear [ insert organisation name ] Standby letter of credit number [ insert number ] At the instruction of, and for the account of, [ insert name of applicant ] of [ insert address of applicant ] (the Principal Debtor), we issue in your favour this irrevocable standby letter of credit (the Standby Letter of Credit). Our total aggregate liability to you under this Standby Letter of Credit is limited to a maximum of [ insert maximum aggregate liability and currency ]. This Standby Letter of Credit will lapse at the close of banking hours at our offices on [ insert expiry date ] (the Expiry Date). We shall have no obligation to honour any demand presented under this Standby Letter of Credit that reaches us after that time on the Expiry Date. ...

Read More Right Arrow