Jurisdiction(s):
United Kingdom
Key definition
Covenant definition

What does Covenant mean? A covenant is a binding promise in a contract or deed that imposes an obligation or restriction. In UK and Irish practice the term is used across contexts rather than being defined by statute; its content and enforceability derive from the instrument and case law. Debt capital markets: bond covenants are undertakings in the terms and trust deed that protect bondholders, typically including negative pledge, restrictions on disposals, distributions or incurring debt, information undertakings and financial covenants (maintenance or incurrence). Breach usually constitutes an event of default, with enforcement by the trustee on behalf of holders. Pensions: the employer covenant means...

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Indemnity covenant clauses for HM Land Registry transfers (TR1/TP1): additional provisions and schedules for documents, headleases and occupational leases (England and Wales)

Precedents
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Panel 11 (transfer of whole)/panel 12 (transfer of part)—Additional provisions

  1. Definitions: Documents are those in Schedule 1; Leases those in Schedule 2 (including any supplemental or collateral documents, or documents entered into under their terms); Occupational Leases those in Schedule 3 (including any such documents entered into under their terms).
  2. Transfer: The Property passes subject to, and where relevant with the benefit of, matters in the Conveyance, Documents and Occupational Leases.
  3. Indemnity Covenant: option one. By way of indemnity only, the Transferee will observe and perform the covenants, conditions and other matters in: the property, proprietorship and charges registers of the title(s) in panel 1; the Documents or the Conveyance; the Leases; and the Occupational Leases; and will indemnify the Transferor and their estate against all actions, proceedings, damages, costs, claims and expenses for any future breach, non‑observance or non‑performance, and under any authorised guarantee agreement in clause [number] of [document] dated [date] between [parties].
  4. Indemnity covenant: option two. By way of indemnity only, the Transferee will observe, perform and indemnify the Transferor for the matters contained or referred to in register(s) of the above title(s).

Schedules 1–3: list Documents, Leases and Occupational Leases (Date, Document, Parties)...

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Web page updated on 22/05/2026

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