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United Kingdom
United Kingdom
Key definition
Restrictive Covenant definition What does Restrictive Covenant mean? A restrictive covenant is a promise not to carry out specified acts. In practice it arises chiefly in land transactions and in employment or commercial agreements. The expression is descriptive and shaped largely by case law, with statutory frameworks for registration and modification. Land law (England & Wales and Northern Ireland): a negative covenant affecting land use may bind successors in equity if it benefits identifiable land and “touches and concerns” it, the original parties intended the burden to run, and a successor takes with notice (now usually via registration). Protection is by entry of a notice on the registered title,...
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Enforceability of Restrictive Covenants in UK Commercial Contracts: Restraint of Trade, Reasonableness, Competition Law and Drafting Tips
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Practice notes
This Practice Note distils the legal principles and offers practical guidance on enforcing Restrictive covenants and on the operation of the restraint of trade doctrine in commercial contracts. Post-termination restraints in employment contracts tend to attract closer scrutiny than those found in commercial agreements and, as a result, parties to commercial arrangements usually enjoy greater freedom to contract than parties to employment contracts. That said, every restriction must be assessed in its own setting. See What is reasonable? below. For material on restrictive covenants in the employment sphere, see Practice Note: Restrictive covenants in employment—a guide to our materials. For restrictive covenants in a property setting (which falls outside this Practice Note), see: Restrictive covenants—overview and Restrictive covenants for property disputes lawyers—overview.
What is the doctrine of restraint of trade?
At common law, the courts aim to safeguard the freedom of parties to trade while balancing this with their autonomy to contract. Broadly, the friction between these competing freedoms is resolved by the principle that covenants restraining trade are void unless they are reasonable as between the parties and not harmful to the public interest. The doctrine...
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Web page updated on 21/05/2026
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Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...
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