Legal professional privilege (LPP) is a core legal protection that permits [ insert organisation’s name ] to resist producing evidence to a third party or the court. It enables the organisation to seek expert legal guidance, setting out all pertinent facts to our legal advisers without concern that they will later be revealed and used against us. This short guide sets out what legal professional privilege (LPP) is and how we can best preserve it. 1 What is legal professional privilege? LPP is an umbrella term covering: legal advice privilege (LAP) litigation privilege LPP safeguards the confidentiality of written and verbal communications between lawyers and clients. It is a fundamental entitlement, allowing a party to withhold material from disclosure to any third party or a court. Legal advice privilege Legal advice privilege applies to all confidential communications between a client and their lawyer made for the
Please click to access the Precedent. Please note this register has been created in Excel, and therefore it cannot be downloaded into Word. For detailed guidance on completing a legal risk register, see Practice Note: How to create a legal risk register. However, a concise summary is set out briefly below. What is a legal risk register? A legal risk register is a means of gathering and overseeing all legal risk information in a single location. To produce an effective and reliable register, you must first determine the legal risks your organisation encounters. Understanding your organisation’s risk appetite is also highly advantageous. The register then lets you classify each risk appropriately, assign a score to it, and choose mitigation measures and actions. Separate Precedents exist for a general risk register and for a privacy risk register-see Precedents: Risk register and Privacy risk
[ To be printed on the headed paper of the lender’s lawyers ] To: [ insert name and address of Lender ] [ insert date ] Dear [ insert name of Lender ] [ Matter name/reference ] We have served as English law counsel to [ insert name of lender ] (the Lender) in relation to the provision of finance to [ insert name of borrower, company number and registered office ] (the Borrower) comprising a [ term loan and revolving credit facility ] [ describe facilities ] of £[ insert amount ] (the Transaction), and to the negotiation, drafting, execution and completion of the documents specified in Schedule 1 (Documents examined), Paragraph 1 (Opinion Document) (the Opinion Document). We deliver this opinion letter to you, the Lender, pursuant to [ Schedule 2 ] (Conditions Precedent) of the facility agreement between the Lender and the Borrower dated [ insert date ]
[ Headed notepaper of law firm issuing the opinion ] [ insert name and address of Lender ] [ insert date ] Dear [ insert name of Lender ] Facility Agreement dated [ insert date ] made between [ insert name of lender ] (the Lender) and [ insert name of borrower ] (the Borrower) (the Facility Agreement) We refer to clause [ insert number of clause which requires delivery of legal opinion ] of the Facility Agreement, which requires the delivery of a legal opinion. This opinion is provided in satisfaction of that requirement. Unless expressly defined in this opinion, terms defined in the Facility Agreement carry the same meanings when used herein. This opinion is governed by English law and is subject to the exclusive jurisdiction of the courts of England. 1 Background 1.1 This opinion concerns the English law aspects of a transaction (the
This Deed is executed on [ date ] Parties [ insert name ] of [ insert address ] and [ insert name ] of [ insert address ] (the Retiring Trustees ) [ insert name ] of [ insert address ] and [ insert name ] of [ insert address ] (the New Trustees ) It is supplemental to (i) a trust (the Trust ) dated [ insert date ] and established between [ insert name ] (1) and [ insert name ] and......
This TRUST is executed on [ insert date ] Parties [ insert settlor ] of [ insert address ] (the Settlor); and [ original trustee ] of [ insert address ] and [ original trustee ] of [ insert address ] (the Original Trustees) Background The Settlor intends to establish this Trust for the benefit of [ insert beneficiary’s name ] (the Beneficiary) The Settlor has conveyed to the Trustees [ insert details of property transferred ] to be held on the bare......
This Agreement dates from [ insert day ] of [ insert month ] 20[ insert year ] Parties 1 [ Insert full name and address of individual or company name, number and address of registered office ] ( Party A ) 2 [ Insert full name and address of individual or company name, number and address of registered office ] ( Party B ) each a ‘ Party’ and jointly the ‘ Parties’ The Parties agree: 1 Definitions and interpretation Dispute • denotes any claim stemming from or relating directly to [ Insert description of the dispute/circumstances giving rise to the dispute ]. Proceedings • signifies any court proceedings within England and Wales, plus also any arbitration concerning the Dispute. Period of Extension • denotes the duration that starts on the date of this Agreement and runs until it is ended in...
STOP PRESS: We are revising this document to align with the rollout of the Data ( Use and Access) Act 2025 ( DUAA 2025), which modifies the UK GDPR and the Data Protection Act 2018. For further guidance on the compliance impact of DUAA 2025, see the Practice Note: Data ( Use and Access) Act 2025—compliance implications. 1 Background information Organisation’s name and contact details [ Insert your organisation’s name and the contact details of the person co-ordinating the supplier ] Supplier’s name [ Insert name of receiving organisation ] Scope of questionnaire [ Indicate whether the questionnaire concerns the delivery of a brand new preference centre or the enhancement of an existing preference centre. Also specify whether the preference centre will be the sole system for capturing and managing all customers’ preferences, or will sit within a broader suite of tools used for...
Letter of wishes regarding [ trust name ] [ date ] To the trustees of [ insert trust name ] dated [ insert date OR of today’s date ] (the Trust). I am writing to outline my preferences in relation to the Trust. These reflect my wishes alone and place no legal duty upon you. Please regard my children ([ currently ] [ names of children ]) as the principal beneficiaries. My intention is that they receive equal benefit; however, where there is a genuine difference in their personal financial positions, I ask you to consider carefully whether varying levels of provision would be more suitable for their individual needs. Kindly also consider whether support for any child of mine should instead be provided to their children, having regard to all relevant factors (including fiscal considerations) as they appear at the time. AND/ OR My overriding concern is that my...
This TRUST is created on [ date ] Parties [ settlor ] of [ address ] (the Settlor) [ original trustees ] of [ addresses ] (the Original Trustees) Background The Settlor intends to establish this Trust for the beneficiaries’ benefit and has paid to the Original Trustees [ £[ amount ] cash ] to be held upon the trusts set out below. Further assets may, in due course, be transferred to the Trustees (as defined below). [ This Trust is to be irrevocable. ] [ The Original Trustees consent to serve as the initial Trustees......
This Precedent anticipates particular scenarios in which the parties prefer to place data processing terms in a dedicated Schedule rather than embedding them as clauses in the main text of the agreement, for instance because fully compliant wording can be lengthy. It derives from Precedent: Personal data processing clause—short-form—pro-controller. It also employs the additional defined expressions ‘ Agreement’, ‘ Business Day’, ‘ Customer’, ‘ Services’, ‘ Supplier’ and ‘ Supplier Personnel’, which are not unique to data processing, and it is assumed they are defined separately within the relevant agreement......
This Precedent has been prepared with scenarios in mind where the parties prefer to place data processing terms in a Schedule rather than as clauses in the agreement’s main body, for instance because compliant wording is lengthy. It draws on Precedent: Personal data processing clause—short-form—pro-processor. The Schedule also relies on additional defined expressions ‘ Agreement’, ‘ Business Day’, ‘ Charges’, ‘ Customer’, ‘ Services’, ‘ Supplier’ and ‘ Supplier Personnel’, which are not unique to data processing and are expected to be defined elsewhere in the relevant agreement......
This DEED is executed on [ insert date and month ] 20[ insert year ] Parties [ Insert name of first party ] of [ insert address of first party ] ([ AB ]); and [ Insert name of second party ] of [ insert address of second party ] ([ BC ]). Recitals The Parties agree that this Deed is legally binding upon them and upon their respective personal representatives and estates. [ Both Parties confirm they have had the benefit of independent legal advice regarding the terms and effects of this Deed OR [ AB OR BC ] has taken independent legal advice regarding the terms and effects of this Deed and [ BC OR AB ] has been advised to do likewise ]. Each Party has entered into this Deed freely and of their own...
This Agreement is entered into on [ insert date ] Parties [ insert name ], a company incorporated in England and Wales, with registered number [ insert company number ], whose registered office is at [ insert address ] ( Licensor); [ insert name ], a company incorporated in England and Wales, with registered number [ insert company number ], whose registered office is at [ insert address ] ( Licensee) Each of the Licensor and the Licensee is a party and, together, the Licensor and the Licensee are the parties. Background The Licensor is the owner of certain trade marks [ , copyright ] [ and designs ] relating to [ insert character name ], the renowned fictional character[s] as featured in [ insert details of relevant film, cartoon, comic book, computer game etc ]. The Licensee is [ insert...
This Agreement is entered into on [ date ] Parties [ insert name ], a company incorporated in England and Wales, with registered number [ insert company number ] and registered office at [ insert address ] ( Licensor ); [ insert name ], a company incorporated in England and Wales, with registered number [ insert company number ], and registered office at [ insert address ] ( Licensee ) ( Each of the Licensor and the Licensee is a party and, collectively, the Licensor and the Licensee are the parties.) Background The Licensor is the [ registered ] owner of certain trade marks [ , copyright ] [ and designs ] concerning [ insert character name ], the well-known fictional character[ s ] as appearing in [ insert details of relevant film, cartoon, comic book, computer game etc ]. The...
The BIM Manager shall: General responsibilities Plan and steer BIM implementation for the Project Guide the Project Team to BIM maturity required by PAS 1192-2:2013 Chair BIM launch, modelling and review meetings; log conflicts and co‑ordination issues Track BIM process adoption and deliver, log and refine training Working with the Project Team Liaise and co‑operate with Employer, Contractor, design team and others appointed Assess consultants’ and suppliers’ BIM capability; engage with each party’s BIM lead Help Contractor and designers embed BIM in management and delivery Answer team BIM queries, promote best practice and set up efficient BIM-enabled processes BIM Execution Plan Initiate, lead and agree the BEP; keep it current Implement the BIM Protocol; align methods with the Plan Ensure adherence to all Plan protocols Common Data Environment Federate models in the CDE for review and manage the process Confirm the CDE meets Plan standards; enable secure, reliable information exchange Define structure and maintenance standards for the...
Definitions Include the following definitions as applicable in Precedent: Offer document—definitions ( Appendix 5): New Offeror Shares • the [ Offeror ] shares intended to be issued to [ Offeree ] Shareholders in accordance with the terms of the Offer [ Offeror Prospectus • the prospectus for [ Offeror ] to be published regarding the New Offeror Shares to be issued in relation to the Offer ] Offeror Shares • the ordinary shares of [ insert number ] each in the capital of [ Offeror ] If the issue of the New Offeror Shares will require shareholder approval, replace the existing definition of ‘ Offeror Shareholder Resolutions’ in Precedent: Offer document—definitions ( Appendix 5) with the following: [ Offeror ] Shareholder Resolutions • such resolutions as are necessary or, in the opinion of [ Offeror ], desirable to approve, give effect to and implement the Offer, including a...
This limited partnership Agreement is entered into on [ insert day and month ] 20[ insert year ] Parties [ insert name of general partner ] of [ insert address ] (the General Partner); and Each of the persons named in Schedule 1, Part B. BACKGROUND The Limited Partnership is registered as a limited partnership and designated as a private fund limited partnership in England under the LPA 1907 with number LP [ insert number ]. The General Partner has agreed to act as the general partner of the Limited Partnership and to manage the business of the Limited Partnership, and the Limited Partners have agreed to make Contributions to the Limited Partnership on the terms set out below. The General Partner and the Limited Partners intend that the Limited Partnership will carry on the Business and agree to regulate the affairs of the Limited Partnership on the terms set out...
Note: This Practice Note provides targeted guidance for proceedings in the Technology and Construction Court ( TCC) under CPR 60, CPR PD 60 and the TCC Guide. As these provisions supplement the CPR’s general rules, this Practice Note should be read alongside the broader guidance on preparing for and attending trial, including Trial—overview, which in turn directs you to detailed materials on particular aspects of trial preparation and attendance Shorter and flexible trial schemes— For TCC claims issued on or after 1 October 2015, one or both schemes under CPR PD 57AB may apply: the shorter trials scheme and the flexible trials scheme. For further details, refer to the Practice Notes Business and Property Courts—shorter trials scheme and Business and Property Courts—flexible trials scheme Electronic working— For guidance on electronic working in the TCC, consult Practice Note:...
[ insert name of option holder ][ insert address ][ insert postcode ][ insert date ] Dear [ insert name of option holder ], [ insert name of option plan ]: effect of recent rights issue on your option[s] 1 Introduction On [ insert date ], [ insert name of company ] (the Company) invited all shareholders to take up additional shares in the Company. Eligible shareholders could apply for [ insert number ] new shares for every [ insert number ] already held. The subscription price was [ insert currency and amount ] per new share, representing an approximate discount of [ insert currency and amount ] to the share price on [ insert date ]. [ Further information about the rights issue can be found in the enclosed copy of the document sent to shareholders. ] 2 Effect of the rights issue on your...
[ insert company name ] Plc – Minutes of a general meeting The General Meeting of [ insert full name of company ] (the Company) was convened at [ insert place of meeting ] on [ insert date of meeting ] at [ insert time of meeting ] [ am OR pm ]. Present: [ insert name of Chair, noting whether present in person or by any remote means (unless such means are specifically excluded by the Company’s articles of association) [ by [ insert means of attendance for Chair if attending remotely ] ] ] ( Chair) [ Insert names of directors present, stating whether physically or by any remote means (unless such means are specifically excluded by the Company’s articles of association) [ by [ insert means of attendance for each director attending remotely ] ] ] [ Insert names of...
[ insert company name ] PLC (the Company) AGREEMENT OF MEMBERS TO ADJOURNMENT OF A GENERAL MEETING We, the signatories below, being [ all the members [ and the nominees of members ] OR a majority in number of the members [ and the nominees of members ] ], who are entitled to attend and vote at the Company’s general meeting arranged for [ insert time ] on [ insert date ] at [ insert place ], hereby agree that the meeting shall be adjourned until [ [ insert time ] on [ insert date ] at [ insert place ] OR a time and place to be fixed by the directors of the Company ] . Dated: [ insert date ] Name of shareholder Signature [ insert name of shareholder ]...
Company number: [ insert number ] The Companies Act 2006 Public company limited by shares Resolution[s] of [ insert company name ] PLC (the Company) At a duly convened general meeting of the Company, held on [ insert date ], the resolution[s] set out below [ was OR were ] duly passed; namely, resolution[s] [ insert numbers ] as [ an OR a ] [ ordinary ] resolution[s] [ and resolution[s] [ insert numbers ] as [ a OR an ] [ special ] resolution[s] of the Company ]: Ordinary resolution[ S] [ insert text of any ordinary resolution passed at the meeting which is required to be notified to Companies House ] [ insert further ordinary resolutions as required ] Special resolution[s] [ insert text of any special resolution ] [ insert further special resolutions passed at the AGM...
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 ]...