Featured documents
This Practice Note outlines the law concerning criminal recklessness. The subjective test for recklessness Certain statutory and common law offences allow the prosecution to prove mens rea through ‘recklessness’. Put simply, recklessness is where the accused takes an unjustified risk that results in unlawful harm or damage. The House of Lords in R v G reaffirmed the subjective approach to recklessness. Before R v G, two distinct tests were used, depending on the offence charged: Subjective recklessness from R v Cunningham: the prosecution had to establish that the accused personally foresaw the risk. Objective recklessness from R v Caldwell: the prosecution only needed to show that the risk would have been obvious to a reasonable person, without proving the accused themselves foresaw it. In R v G, the House of Lords concluded that the objective test could operate unfairly where a defendant did not foresee the
This Practice Note examines the remedy of rescission, explaining when and in what manner a contract can be unwound (at common law, in equity and under statute) and thereby terminated and brought to an end. It covers the consequences and effects of rescission, the principal grounds for setting aside an agreement (misrepresentation, mistake, undue influence, duress, non‑disclosure, fiduciary misdealing and bribery) and the main obstacles to claiming rescission—affirmation, the intervention of third‑party rights and the impossibility of restitution. For further guidance on rescission in the context of misrepresentation, see Practice Note: Misrepresentation—rescission as a remedy. There are many ways in which a contract may reach its end; see: Terminating contracts—how and when a contract ends—overview for a brief and accessible summary, with links to the related further practical guidance, including Practice Note: Termination and expiry of contracts. For a table
What is a res judicata? A res judicata is a determination by a court or tribunal with jurisdiction over the cause of action and the parties, which finally disposes of the issues decided so they cannot be litigated again by those bound, save on appeal. Final judgments entered by default or by consent fall within this concept, whereas rulings on purely procedural points and any decision lacking finality do not. The doctrine’s aim is to bring litigation to an end and shield parties from being harassed by the same dispute twice. in personam—binds the parties and their privies in rem—binds all persons, privy or otherwise (ie a judgment binding the whole world) A party may rely on res judicata: as an estoppel to defeat an opponent’s claim or defence; and/or as the basis of their own claim or
The offence of causing grievous bodily harm with intent Wounding or causing grievous bodily harm (GBH) with intent can be tried solely in the Crown Court on indictment. Elements of the offence Under the Offences against the Person Act 1861 (OATPA 1861), the prosecution must establish that the defendant unlawfully and maliciously: wounded with the intention of causing GBH, or caused GBH with that intention, or wounded intending to resist or prevent the lawful arrest or detention of any person, or caused GBH intending to resist or prevent the lawful arrest or detention of any person ‘Unlawfully’ and ‘maliciously’ Unlawfully The wounding or causing of GBH must be unlawful. Such conduct may be lawful if used: in self-defence in defence of another in defence of property for the prevention of crime where the victim gave express or implied consent For further information on these defences, see below:
Most recent Practice notes
Electronic signatures This Practice Note sets out the legal position on electronic signatures—also called digital signatures, e‑signatures, E‑ Signatures, e Signatures, paperless signing or electronic document signing. It explains the categories of electronic signature and the technology used to generate digital signatures, including public key infrastructure ( PKI). It reviews key UK legislation such as the Electronic Communications Act 2000 ( ECA 2000) and the UK e IDAS Regulation, and outlines best practice for executing documents by electronic means. An electronic signature functions as the digital counterpart to a handwritten signature, connecting an individual with the contents of an electronic document. The Note focuses on the general law in England and Wales for commercial contracts in a business‑to‑business context. Readers should be aware that particular transactions may present distinct issues, for example due to laws applicable to consumers. For practical guidance on signing when one or more...
Practice Note: Consumer Rights Act 2015—digital content This Practice Note examines the Consumer Rights Act 2015 ( CRA 2015) in the context of digital content, outlining the consumer’s statutory entitlements under CRA 2015 for contracts to supply such content. It considers the standards governing digital content and the remedies available: the right to repair or replacement, the right to a price reduction, the right to a refund, and the remedy for damage to a device or to other digital content. For a general overview of CRA 2015, including definitions of key terms such as ‘consumer’ and ‘trader’, see Practice Note: Consumer Rights Act 2015—summary. For how CRA 2015 applies to goods, services and unfair terms, see: Consumer Rights Act 2015—goods Consumer Rights Act 2015—services Consumer Rights Act 2015—unfair terms Helpful guidance on CRA 2015’s application to digital content has been provided by the...
This Practice Note This Practice Note examines the Consumer Rights Act 2015 ( CRA 2015) as it applies to goods and outlines the consumer’s statutory entitlements under contracts for the supply of goods. It explores the benchmarks required of goods, consumer remedies where goods do not conform, the rules on delivery and transfer of risk, guarantees and insurance-backed extended warranties, and the sale of used goods (including sales at public auctions). For an overview of CRA 2015, including definitions of key terms such as ‘consumer’ and ‘trader’, see Practice Note: Consumer Rights Act 2015—summary. For the application of CRA 2015 to other areas, see the following Practice Notes: Consumer Rights Act 2015—services Consumer Rights Act 2015—digital content Consumer Rights Act 2015—unfair terms Useful guidance on how CRA 2015 applies to goods has been issued by the Chartered Trading Standards Institute ( CTSI) and the...
Affirmation signifies an intention to carry on with a contract. It may arise where there is: a repudiatory breach of contract (including anticipatory breach (renunciation)), or a misrepresentation entitling the innocent party to rescind the contract It is crucial to understand what affirmation entails and what it demands, so you are alert to the risks if a counterparty commits a repudiatory breach. A lack of understanding could result in your client failing to affirm a contract it wishes to continue, or accidentally surrendering its right to terminate by accepting a repudiatory breach. This Practice Note concentrates on affirmation in the event of repudiatory breach. For affirmation in the setting of misrepresentation, see where other remedies are available below. and repudiatory breach A repudiatory breach is a breach of contract that strikes at the very core of the agreement, empowering the innocent party to treat the...
This Practice Note explores the role, function and significance of defined terms within an agreement context. It outlines those definitions most frequently found in documents relating to transactions, and considers the method that ought properly to be adopted when reviewing or preparing a contract that uses defined terminology. For wider guidance on boilerplate clauses generally, see Practice Note: The role of boilerplate. For general guidance on construing contracts, see Practice Note: Contract interpretation—rules of contract interpretation. The definitions and interpretation clause A common boilerplate provision is the definitions and interpretation clause, often treated as a standard component. It should gather every individual defined term contained in the agreement together with all provisions that govern the overall interpretation of the agreement and, where required, the meaning of particular expressions used in it as well. Typically, the defined terms and the...
This Practice Note examines how the 2005 Hague Convention on Choice of Court Agreements—which provides regimes for allocating court jurisdiction and for the recognition and enforcement of judgments—will operate in the UK after the end of the Brexit implementation period, viewed from the perspectives of both the UK and the EU Member States. The Convention applies solely to exclusive choice of court agreements. Definitions This Practice Note uses the following definitions: Hague Convention— Convention on Choice of Court Agreements concluded on 30 June 2005 at The Hague ECA 1972— European Communities Act 1972 EU( W) A 2018— European Union ( Withdrawal) Act 2018 EU( WA) A 2020— European Union ( Withdrawal Agreement) Act 2020 exit day—is defined in EU( W) A 2018, s 20 implementation period—is defined in EU( WA) A 2020, s 1. ‘...
This Practice Note explores representations and warranties in business-to-business commercial agreements. It explains what each term means, how they differ, and illustrates their use in practice—covering pre-contractual and contractual representations, express and implied warranties, and collateral warranties. It also outlines available remedies, connected clauses and any contracting-out, third-party implications, and key drafting points. ‘ Representation’ and ‘warranty’ have defined meanings and are separate from other familiar contract labels (for example, conditions, indemnities and undertakings), which are not addressed in this Practice Note. For more on such terminology, see: Practice Note: Contract interpretation—conditions, warranties and intermediate terms Practice Note: Indemnities in commercial contracts Undertakings—overview See also Q& A: What is the significance of the words ‘warrants’ and ‘undertakes’ in a contractual obligation? What are representations and warranties and why does the distinction matter? Representations and warranties frequently appear across a broad spectrum of commercial contracts,...
This Practice Note examines disclaimers, particularly those used in email communications, and offers suggested wording. Refer also to Precedent: Email notices and email footers. Introduction A disclaimer is a mechanism designed to exclude or limit liability in contract, tort (notably negligence) or under statute. They are also known as exclusion, limitation of liability or exemption clauses and they typically appear as a notice or a term within a set of terms and conditions. To be effective, the party wishing to rely on it must bring it clearly to the other party’s attention. Timing is crucial—the notice must precede any assent by the other party (whether explicit or inferred from conduct) to the disclaimer. Absent prior notice, no agreement to the disclaimer can be formed. Without assent, it cannot be enforced against that party. No amount of drafting remedies the lack of notice and assent. What...
Updated in October 2025 Introduction Brazil ranks fifth globally by land area (3,287,956 sq mi) and seventh by population (a little over 213,000,000). With a US$2.12trn economy, as projected by the International Monetary Fund for 2025, it places tenth worldwide by nominal GDP. As South America’s largest state and a leading participant in BRICS and the G20, Brazil occupies a pivotal position in the international economy. Its corporate landscape is constantly evolving, influenced by shifts in domestic policy, worldwide macroeconomic tides, and a sustained drive to build a more favourable setting for investment. Grasping these layered dynamics is essential to succeed, and this paper seeks to arm readers with the core understanding needed to approach the market with confidence, acknowledging both its core advantages and current hurdles. As a fast-moving emerging market, Brazil continues to draw strong global interest for its expansion prospects and...
This Practice Note reviews the application of the Hague Convention on Choice of Court Agreements by contracting states to the convention. It sets out the parties to the convention, as well as those states that have signed the convention but have not yet ratified it. It also outlines how the convention operates for contracting states. For guidance on further elements of the convention, see the following Practice Notes: Hague Convention on Choice of Court Agreements (jurisdiction and enforcement)— Brexit considerations Hague Convention on Choice of Court Agreements—scope Hague Convention on Choice of Court Agreements—jurisdiction Hague Convention on Choice of Court Agreements—enforcement Definitions This Practice Note uses a number of definitions: Hague Convention on Choice of Court Agreements— HCCH Convention on Choice of Court Agreements concluded on 30 June 2005 at The Hague EU( W) A 2018— European Union (...
Commissions Commissions amount to offering a financial benefit to another. They are not invariably bribes. Typically, a commission arises when a seller or buyer provides a benefit to a third party or fiduciary for arranging or mediating the supply of goods or services, or otherwise assisting with a transaction for goods or services. While normal in many industries and accepted practice, an anticipated advantage can create a tangible risk that functions are performed improperly. A commission can also be a facilitation payment, paid to secure the performance (or swifter performance) of an obligation already owed (see Practice Note: Facilitation payments under the Bribery Act 2010). Where a commission is a facilitation payment, it is unlawful. The Serious Fraud Office ( SFO) has indicated it will bring proceedings where the Code for Crown Prosecutors, Full Code Test is satisfied; namely, there is a...
This Practice Note sets out practical guidance on how unincorporated charities execute documents. For details on execution by incorporated charities, refer to Practice Note: Execution formalities—incorporated charities. We offer a comprehensive, interactive collection that helps users identify and navigate the concepts and common issues in document execution, including deeds. Each stage includes practical guidance, precedent clauses and Q& As tailored to that stage. For further detail, see the Execution collection. Capacity Unincorporated charities lack a separate legal personality; consequently, the entity itself has no rights or duties and cannot own property in its own name. Property that appears to ‘belong’ to an unincorporated charity is vested in the organisation’s leading members, who act as trustees and hold it on trust for the remaining members. Accordingly, the individuals with authority to enter into arrangements and to execute documents are the trustees or members of the...
Consideration of electronic data interchange ( EDI) frameworks, blockchain, smart contracts, or sector‑specific legislation or regulation, including regimes for financial services, intermediation services, or online auctions, falls outside the scope of this Practice Note. For a primer on EDI and smart contracts, see Practice Notes: Business to business e‑commerce—introduction and Smart legal contracts. For blockchain guidance, refer to Blockchain—overview and Practice Note: Blockchain—key legal and regulatory issues. The type and functionality of the website A website’s compliance obligations and the rules that apply will vary according to the kind of site in question and its intended functionality or aim and audience. As an initial step, the site operator should determine, early on, the nature of the proposed site and the planned extent of its functionality. For example, consider the following questions: will the site be an ‘information only’ destination? will it operate as a...
Practice Note Anyone carrying on a business who is registered, or required to be registered, for UK VAT (a taxable person) must comply with fairly onerous VAT obligations. Accordingly, understanding precisely when a person becomes a taxable person is essential. This Practice Note covers: compulsory and voluntary registration determined by the value of taxable supplies; and compulsory registration, effective from 1 December 2012, for non- UK established businesses (described as non-established taxable persons ( NETPs) in HMRC’s guidance) that make supplies of goods or services in the UK It does not address the VAT registration rules applicable to: the disposal of goods for which a VAT repayment is or has been claimed UK businesses that previously benefitted from the distance selling rules but may, following Brexit, be required to register for VAT in EU Member States businesses in Northern Ireland (identified using the ‘ XI’...
Practice Note This Practice Note is intended to guide the identification of the applicable law before the courts of England and Wales in relation to events that cause damage, where those events took place on or after 1 January 2021. Where a dispute raises a conflict of laws between different parts of the UK, or between the UK and Gibraltar, UK Rome II applies if the harmful event occurred on or after 11 January 2009. For occurrences falling outside these dates, the UK courts will apply a different applicable law regime, determined by the date of the event. For an overview of the various regimes and how they interrelate, see Practice Note: Applicable law regimes. This Practice Note refers to UK Rome II, Regulation ( EC) 864/2007. UK Rome II reproduces the full text and recitals of Regulation ( EC) 864/2007 (as...
STOP PRESS: On 19 June 2025, the Data ( Use and Access) Bill obtained Royal Assent, becoming the Data ( Use and Access) Act 2025 ( DUAA 2025) and entering into partial operation on that date. Certain parts of DUAA 2025, addressing areas such as replying to data subject access requests and conferring authority to make further regulations, took effect immediately on 19 June 2025. Other provisions, relating to notices issued by the Information Commissioner and particular aspects of law enforcement processing, commenced on 19 August 2025 (being two months from the date of Royal Assent). The majority of DUAA 2025’s measures require additional regulations, in the form of statutory instruments, to be made in order to enable commencement before they come into force in practice. Part 5 of DUAA 2025 updates elements of UK data protection and e Privacy law, including the United...
Numerous businesses and public bodies, including HMRC, have faced exposure to or loss of confidential information, as well as other confidentiality failings, yet such events are not always widely publicised given the potential harm to an organisation’s reputation. Duties of confidence may arise by implication—for example, the duty of good faith (often called fidelity) inherent in employment contracts—be set out expressly, such as in a confidentiality agreement, or be imposed through regulation and statute, for instance the client confidentiality obligations on financial services and health professionals. A confidentiality breach can therefore infringe several overlapping legal duties. This Practice Note complements the related Practice Note, How to manage a personal data breach, which reflects guidance from the UK data protection regulator, the Information Commissioner’s Office, addressing loss of personal data within the data protection regime, which may, or may not, also be...
This Practice Note explores distribution arrangements in general and the commonly adopted models. It explains the distinctions between sole, exclusive, non-exclusive and selective distribution agreements, and describes the relationship between a distributor and the manufacturer. The nature of distribution In a distribution set-up, the distributor buys products from the manufacturer and resells them on its own account. By comparison, under an agency arrangement the agent does not purchase the goods, but secures sales on the manufacturer’s behalf. For a summary contrasting agency and distribution, see Practice Note: Agency and distribution compared. Distribution is often chosen where a manufacturer needs support to access a particular market—for example, in an overseas territory where it lacks sufficient familiarity or connections, or where the products do not necessitate direct dealings with customers. Distribution arrangements can also be used by wholesalers, who act as...
This Practice Note highlights the principal considerations when establishing a subscription model for the sale and supply of goods, services or digital content to consumers. Subscription types There are broadly three categories of subscription: curation—the customer is sent a curated mix of different products. Examples include monthly boxes for clothing, pet items, cosmetics, personal hygiene products, or recipe boxes and food services replenishment—the customer receives repeat deliveries of the same or similar goods. For instance, monthly supplies of toilet paper, razors, vitamins or other staple commodities access—the customer is granted access to content or premium functionality. For example, content streaming platforms, gaming services, premium subscriptions, and cloud storage services Regulatory landscape When launching subscription models, a range of rules must be considered, notably consumer protection law, data protection legislation, direct marketing requirements and the self-regulatory advertising...
This Practice Note outlines the Consumer Rights Act 2015 ( CRA 2015). The CRA 2015 sets out consumer rights and remedies for goods, digital content and services, and overhauled the law on unfair terms in consumer contracts. It explores the Act’s aims, key definitions, controls on limiting or excluding liability, and the framework for assessing unfair terms in consumer contracts set out within it. It also briefly addresses the reform of enforcement powers, the expansion of civil remedies, and consumer collective actions for anti-competitive behaviour under the CRA 2015, alongside provisions relating to letting agents and secondary ticketing. Background to the CRA 2015 The CRA 2015 received Royal Assent on 26 March 2015 and marked a major overhaul and rationalisation of consumer law in the UK. In particular, it covers consumer rights and remedies for the sale of goods and the supply of services and...
Popular documents
When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...
This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...
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 ]...
Discover more from LexisNexis
