Mitigation meaning

This Checklist Land title documentation—registered or otherwise—may indicate that the current owner, or a prior proprietor, has agreed covenants affecting all or part of the land. These obligations can be positive (for example, to keep a boundary fence in repair) or restrictive (for example, a promise not to build alongside a boundary). While covenants invariably bind the original contracting parties, the law treats positive and restrictive covenants differently when assessing their impact on successors in title to those parties. This Checklist is intended for use during due diligence where a property is burdened by and/or enjoys the benefit of one or more restrictive covenants. Such covenants may be: imposed for the landowner’s own benefit; they are personal and enforceable only by the original parties unless expressly assigned to a third party part of a scheme, such as a building scheme, where mutual enforceability is intended—see Practice Note: Restrictive covenants—nature and characteristics—Building schemes imposed on one parcel of land with the intention of benefiting or...

This Checklist This Checklist helps pinpoint typical recoverable historic financial outgoings and losses (special damages or historic pecuniary losses) arising before trial. It also aids in collating suitable evidence and highlights the questions that commonly emerge when valuing these losses, setting out recurring issues for consideration as appropriate in practice. For additional guidance, see: Past expenses and losses—overview...

Legal issues This checklist sets out the main terms and matters to bear in mind when preparing and negotiating indemnity provisions in commercial (business-to-business) contracts. For model wording with drafting notes, see Precedent: Indemnity clause-commercial contracts. For more on indemnities, consult the following Practice Notes: Indemnities in commercial contracts Guarantees and indemnities-general contract For a practical guide to reviewing an indemnity clause in B2B agreements, see Practice Note: How to review an indemnity clause. General comments What to watch out for Is an indemnity appropriate? An indemnity is a contractual promise by one party to reimburse the other for specified loss or damage or, in some instances, to relieve them from liability. Unlike a guarantee, it imposes a primary obligation that may not rely on a third party’s default. Assess if an indemnity is the right mechanism or whether a guarantee is preferable, for example where a parent company guarantees a subsidiary’s obligations. If advising the indemnifier, consider...

Christopher Purkiss (as liquidator of Ethos Solutions Limited) v Tim Kennedy and others [2025] EWCA Civ 268 Ethos Solutions Limited (the Company) ran a disguised remuneration arrangement under which sums were channelled to an employee benefit trust (EBT) without withholding income tax or NICs. The EBT’s trustee allocated funds into sub-trusts for the respondents and, when asked, advanced the amounts to them as discretionary loans. On 4 December 2012, HMRC issued determinations, holding the Company liable for income tax and NICs of c.£2m arising from payments made to the EBT in the 2008‑09 and 2009‑10 tax years. On 18 December 2012, the Company entered creditors’ voluntary liquidation, making no remittances to HMRC and taking no steps to appeal. On 9 January 2013, HMRC lodged a proof of debt totalling c.£2m with respect to those same EBT payments, as claimed therein...

The Mayor and Commonality and Citizens of The City of London v 48th Street Holding Ltd and another company [2025] EWHC 1130 (KB) What was the background? The second defendant (‘POLL’) traded in devising rate mitigation schemes (the RMS) for empty premises for third parties. The first defendant, 48SHL, implemented one such arrangement and relied on it as a defence to a claim for non‑domestic rates. Under the arrangement, once relevant property fell vacant, section 45(1) of the Local Government Finance Act 1988 together with the Non‑Domestic Rating (Unoccupied Property) (England) Regulations 2008, SI 2008/386, regs 3 and 4a, operated to confer an exemption from liability for unoccupied rates for three months and, on the expiry of that three‑month period. To facilitate this, 48SHL granted POLL a lease of the premises and, at the same time, served a break notice bringing the lease to an end six weeks after the grant. This was done to demonstrate occupation by POLL for the scheme’s purposes...

In this issue: Intellectual property Pharmaceutical—regulatory framework Research and development Competition in life sciences Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Intellectual property Haemophilia gene therapy patent valid and infringed (Pfizer v uniQure) The Patents Court rejected Pfizer’s attempt to revoke uniQure’s EP(UK) 3,581,650 (EP 650), which claims a “Factor IX polypeptide mutant and a method for its production” and underpins uniQure’s haemophilia therapy, Hemgenix. As a consequence, Pfizer cannot, for now, introduce its gene therapy Beqvez—approved by the EMA on 24 July 2024—in the UK, although it has indicated it will appeal. Pfizer accepted that, if EP 650 stood, it would infringe, but maintained the patent was invalid, alleging the particular amino acid substitution was obvious and devoid of inventive step in light of a single prior art reference. The court placed considerable reliance on secondary evidence reflecting what research groups were actually doing...

Overview This Practice Note forms part of our LLB Contract Law series for law students. It surveys the remedies for breach of contract, with damages at the heart of the common law response. Setting remedies within the framework of contract, it explains when a party may terminate—most notably for breach of conditions and of innominate (or ‘intermediate’) terms. It then sets out the expectation principle from Robinson v Harman (1848) 1 Exch 850, stressing that an award should put the claimant in the position they would have been in had performance occurred. The Note next traces the principal constraints on recovery—causation, remoteness, and the duty to mitigate—and discusses leading cases on mitigation to show how these limits operate even once breach is proved. It also considers alternative measures—expectation, reliance and, in rare cases, restitutionary recovery—before addressing quantification, including the contrast between ‘difference in value’ and ‘cost of cure’ illustrated by Ruxley Electronics v Forsyth [1996] AC 344. Finally, it deals with non-pecuniary loss and the contemporary approach to liquidated...

Consumer protection legislation applies to businesses generally and to the regulated financial services sector This Practice Note explores the obligations on firms authorised by the Financial Conduct Authority (FCA) under the Financial Services and Markets Act 2000 (FSMA 2000) (herein referred to as ‘firms’) to comply with a central element of consumer protection law, the Consumer Rights Act 2015 (CRA 2015), together with its predecessor, the Unfair Terms in Consumer Contracts Regulations 1999, SI 1999/2083 (UTCCRs). In addition to these statutory duties, firms must follow the FCA’s regulatory rules and take account of guidance relevant to unfair contract terms. Under the CRA 2015, the FCA may challenge firms regarding the fairness and/or transparency of contractual terms and notices in financial services consumer contracts (whether in standard form or individually negotiated) entered into from 1 October 2015. Under the UTCCRs, the FCA may challenge firms regarding the fairness or transparency of contractual terms in standard form financial services contracts entered into before 1 October 2015. ...

This Practice Note outlines when someone can become liable to a VAT-related penalty. A person charged with a VAT penalty may have a right of appeal; for guidance on appeal rules, see Practice Note: Appealing an HMRC decision. Civil penalties There are two broad types of civil penalties: those arising from failure to meet basic compliance obligations, and those stemming from more serious conduct or omissions This Practice Note highlights the principal penalties in each group; for a comprehensive list, consult the further reading link to De Voil Indirect Tax Service [V5.332]. Civil penalties are issued by HMRC through assessment; for general information on assessments, see Practice Note: VAT assessments. Penalties for basic compliance failures Penalties apply where a taxpayer does not meet core VAT compliance duties, including: breach of regulations made under VATA 1994. These regulations set out detailed collection and payment rules, so most administrative mistakes are covered. Failure to carry out specific obligations,...

Insert the following as new definitions (if not already included) in the definitions and interpretation clause of the share purchase agreement: 1 Definitions and interpretation Fairly Disclosed • means information [ fully, fairly and accurately ] disclosed [ (relating specifically to the subject matter of the Warranty and without omitting any fact which may render the Warranty and the matter disclosed untrue, inaccurate and misleading) ] and presented with sufficient clarity and detail to allow a buyer to reach a clear, informed and accurate evaluation of the relevant facts, matters or circumstances concerned; Losses • means any and all liabilities, costs, outgoings (including legal expenses), claims, actions, proceedings, damages, fines, penalties, loss of profit [ and Consequential Loss ]; Tax Warranties • denotes the warranties [ and representations ] contained in paragraph [ insert number ] of Schedule [ insert number ], and Tax Warranty refers to any one of them; Warranties • signifies the warranties [ and representations ] included in Schedule [...

This Licence is entered into on [ insert date ] (the Commencement Date): Parties [ insert licensor name ], a company incorporated in [ England and Wales ] under number [ insert company number ], whose registered office is at [ insert address ] (the Licensor); and [ insert licensee name ], a company incorporated in [ England and Wales ] under number [ insert company number ], whose registered office is at [ insert address ] (the Licensee), (each of the Licensor and the Licensee being a party and, together, the Licensor and the Licensee are the parties). Background (A) [ Explain the relationship between the Licensor and the Licensee. ] (B) [ The Licensor has entered into an agreement with the Licensee [ dated [ insert date ] ] (the Main Agreement) for [ insert other description of relevant transaction (referencing any relevant related agreements) ] (‘ Transaction ’). ] (C) The Licensor has agreed to...

Claim No.: HQ [ insert claim number ] IN THE HIGH COURT OF JUSTICE KING'S BENCH DIVISION ROYAL COURTS OF JUSTICE MEDIA AND COMMUNICATIONS LIST Parties: (1) [ Insert full name of claimant/first claimant ] (2) [ [ Insert full name of second claimant ] ] [ Claimant OR Claimants ] and [ Insert full name of defendant ] Defendant DEFENCE The Defendant admits paragraph 1 of the Particulars of Claim. It is asserted that [ add facts and matters about the claimant(s) relevant to defence ] Paragraphs 2 and 3 are accepted. The Defendant accepts having published an article called '[ insert title of article or heading or description of publication ]' on [ insert date ] at [ insert URL of website in cases of publication online ], which contained the words complained of as identified at paragraph 7 of the Particulars of Claim (the Article). As alleged at paragraph 5 of the Particulars of Claim, it is further...