Preliminary agreement meaning

This Checklist outlines the principal considerations when preparing a schedule to a business‑to‑business agreement. For further guidance on drafting commercial contracts, in general, see: Practice Note: Key terms and conditions in commercial contracts Practice Note: Structure and form of commercial contracts Commercial contract drafting and review-checklist Commercial contract review and execution (business personnel)-checklist What are schedules used for? Schedules to an agreement typically hold detailed information about particular aspects of the deal or deviations from a standard contract, and they commonly address commercial matters. These may cover pricing and charges, key personnel, service levels and service credits, technical specifications and statements of work (e.g. details of licensed software, scope of services to be performed, descriptions of products to be provided), territories covered, sales targets, governance, business continuity and disaster recovery, and policies. In more intricate agreements, the appropriate commercial teams within the business often assume responsibility for schedules addressing commercial issues (with input from lawyers where required), as they...

This checklist outlines the current position under the Pre-Action Protocol for Professional Negligence claims (the ‘Protocol’). For general guidance, see Practice Note: Professional negligence claims—the pre-action protocol. Read alongside Practice Note: Professional negligence claims—pre-action protocol—claimant issues. For further detail on pursuing a professional negligence claim (including a worked hypothetical set of pleadings), see: Starting a professional negligence claim—a practical guide Pleading professional negligence claims—worked hypothetical examples Together with the template Precedent: Particulars of claim—professional negligence claim. Client’s initial instructions of potential professional negligence claim Limitation See Practice Note: Limitation—professional negligence claims. Is a limitation issue pending? If so: consider issuing protective proceedings negotiate a standstill agreement See Practice Note: Professional negligence claims—the pre-action protocol—Limitation and the professional negligence PAP. Initial investigations background basis of claim (in contract, tort, etc) any obvious difficulties with causation preliminary view on quantum need to retain expert evidence now?... ...

How to use this Checklist This Checklist aims to flag matters that frequently arise during negotiation and drafting of the following agreement types: Website development agreement — long form Website development agreement — short form For more detail on the points raised by this Checklist, see the following Practice Notes: Website design and development Domain names—background, registration and dispute resolution Intellectual property rights considerations for websites For software-specific issues, see Practice Note: Key issues in software licence agreements. Where appropriate, this Checklist may act as the basis for 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 note observations or comments while working through the Checklist. Checklist for proposed website development agreement Checklist | Further information | Notes (if any) (A) Key commercial considerations Verify each party’s legal status and whether...

Flowchart This Flowchart sets out the questions to consider when deciding the applicable law in employment matters, namely which legal system governs an employment contract or employment relationship, and guides the assessment to identify the applicable rules in such cases. Brexit has no significant practical effect in this field. The reason is that Article 66 of the Withdrawal Agreement preserves the existing Rome I and Rome II framework beyond IP completion day (11 pm on 31 December 2020), ensuring continuity of approach. That position is implemented domestically by the Law Applicable to Contractual Obligations and Non Contractual Obligations (Amendment etc) (EU Exit) Regulations 2019, SI 2019/479, which took effect on IP completion day and applies for employment cases...

In this issue: UK mergers UK antitrust UK subsidy control UK competition policy EU antitrust EU mergers EU State aid EU market studies New and updated content Daily and weekly news alerts Caselex UK mergers Government consults on further changes to the draft Enterprise Act 2002 (Mergers Involving Newspaper Enterprises and Foreign Powers) (No 2) Regulations The Department for Culture, Media and Sport (DCMS) has published a consultation on proposed further amendments to the Enterprise Act 2002 (Mergers Involving Newspaper Enterprises and Foreign Powers) Regulations 2025 (the Regulations). Through changes to the Enterprise Act 2002, the Digital Markets, Competition and Consumers Act 2024 introduced a foreign state intervention (FSI) regime for newspapers and periodic news magazines, preventing foreign state ownership, control, or influence over these publications. The Regulations carry forward the government’s decision to provide narrow exemptions to the FSI framework. Under the proposals, defined state-owned investors (SOIs) could hold up to...

US District Judge William Alsup described the agreement as 'fair' and sufficient for preliminary approval, while cautioning that implementing the settlement could bring difficulties. The authors' certified class action alleges Anthropic unlawfully exploited their copyright-protected works to build its flagship large language model, Claude. It sits among numerous lawsuits asserting that LLM makers have violated copyright-protected material to train their systems. The dispute forms part of a broader wave of claims targeting how the technology is trained on protected texts. At a hearing in San Francisco federal court on 25 September 2025, plaintiffs' counsel, Justin Nelson of Susman Godfrey LLP, hailed the accord as a 'historic settlement'. Judge Alsup also observed that the deal contains an 'abort clause' if a substantial proportion of the class elects to opt out, adding that the exact threshold is confidential. He floated a hypothetical: a publisher with hundreds of titles opts out, potentially triggering the abort clause, and then says, 'we will come back in, but we want more money'. Some lawyers...

The Court of Appeal of the Unified Patent Court found that the lower court had gone beyond the relief sought when it prohibited Sibio Technology UK, a competitor to Abbott Diabetes Care, from selling its devices in Ireland, which had merely signalled a non-binding intention to join the bloc's patent system. Ireland was not a contracting member state and therefore could not be treated as covered by Abbott's request for a preliminary injunction, the appellate court said. Abbott's unit, which sells its FreeStyle Libre devices for people with diabetes, sought a preliminary injunction in all contracting member states where the patent in issue was in force, namely the Netherlands, Germany, France, Ireland and the UK, according to the judgment. The first court held that ...

This Practice Note has been prepared in collaboration with Ms Koh Swee Yen, Senior Counsel and Partner, Mr Joel Quek, Partner, Ms Magdalene Ong, Partner, Ms Divya Harchandani, Foreign Lawyer, and Ms Thea Elyssa Vega, Foreign Lawyer, all from WongPartnership LLP, Singapore. The seventh edition of the SIAC Rules took effect on 1 January 2025 and can be accessed here. This note addresses how to initiate arbitration under the Arbitration Rules of the Singapore International Arbitration Centre (SIAC) (7th edition) 2025 (the 2025 SIAC Rules). Please note that Singapore judgments mentioned in this Practice Note are not reported by LexisNexis® UK. Prior to commencing an arbitration Before beginning an arbitration, there must be a ‘dispute’ that is capable of referral to arbitration. At the outset, assess whether an arbitration agreement exists and whether there is a ‘dispute’ that may properly be referred to arbitration. Consider as well any additional jurisdictional objections a respondent might advance. The following matters should be reviewed prior to starting any arbitration (among others):...

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?...

Practice Note This Practice Note sets out the full procedural guidance for court applications to renew or end a business tenancy, covers interim rent applications, and addresses Professional Arbitration on Court Terms (PACT)...

Joint venture between [ insert name of first shareholder ] ([ A ]) and [ insert name of second shareholder ] ([ B ]) [ Agreed form ] [ list OR List ] of [ completion ] documents Definitions: JVC – [ [ insert name ] [ Limited OR PLC ] OR the joint venture company to be formed with [ A ] and [ B ] as shareholders ] (the Joint Venture Company) AS – [ insert name ] [ LLP OR Solicitors ] ([ A ]’s Solicitors) BS – [ insert name ] [ LLP OR Solicitors ] ([ B ]’s Solicitors) [ insert other persons (i.e. financial advisers, accountants, parties and subsidiaries) and documents involved ] No. Document Responsibility Status/ comments Preliminary documents Confidentiality agreement [ insert details ] [ insert details ] Exclusivity agreement [ (NB provisions could be contained in Heads of Terms) ] [ insert details ] [...

In the matter of the arbitration act 1996 And In the matter of an arbitration Between: [ Name of Claimant ] Claimant –and– [ Name of Respondent/Applicant ] Respondent/Applicant 1 This application is brought by the Respondent pursuant to section 30 of the Arbitration Act 1996 (AA 1996). The Respondent within the arbitration now applies for a determination from the tribunal that it lacks substantive jurisdiction to hear or decide the dispute which is the subject of the arbitral proceedings commenced by the Claimant because [ insert reasons for lack of jurisdiction, eg that the dispute is outside the scope of the parties’ agreement to arbitrate ]. 2 References to page numbers in this application are to the pages in the paginated bundle supplied with this application...

Between : [ Insert name of CLAIMANT ] Claimant - and - [ Insert name of RESPONDENT ] Respondent Claimant’s proposed agenda and submissions for preliminary meeting to be held on [ insert date ] 1 Before this preliminary hearing, the parties have endeavoured, through correspondence, to reach agreement on diverse procedural issues. [ Refer to any key correspondence copied to the tribunal on these matters...