Legal Precedents

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RISK & COMPLIANCE

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

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RISK & COMPLIANCE

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

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BANKING & FINANCE

[ 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 ]

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BANKING & FINANCE

[ 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

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PRECEDENTS

This Licence is made on [ insert date ] Parties [ insert licensor name ], a company incorporated in [ England and Wales ] under number [ insert company number ], with its registered office at [ insert registered office ] (the Licensor); and [ insert licensee name ], a company incorporated in [ England and Wales ] under number [ insert company number ], with its registered office at [ insert registered office ] (the Licensee). Each of the Licensor and the Licensee is a party and, together, the Licensor and the Licensee are the parties. Background ( A) The Licensor [ is the [ registered ] owner of OR is applying to register OR has the right to licence and/or sublicense ] certain designs. ( B) The Licensee is [ insert description of the Licensee’s...

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PRECEDENTS

This LICENCE is entered into on [ insert date ] Parties [ insert licensor name ], a company incorporated in [ England and Wales ] under number [ insert company number ], whose registered office is at [ insert registered office ] (the Licensor); and [ insert licensee name ], a company incorporated in [ England and Wales ] under number [ insert company number ], whose registered office is at [ insert registered office ] (the Licensee), (each of the Licensor and the Licensee being a party, and together jointly the Licensor and the Licensee being the parties). Background ( A) The Licensor [ is the [ registered ] proprietor of OR is the applicant to register OR has the right to licence and/or sub-licence ] certain designs. ( B) The Licensee is [ insert description of the Licensee’s...

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PRECEDENTS

Dear [ insert organisation name ] Letter of Claim [ insert claimant’s name ] v [ insert defendant’s name ] We are instructed to represent [ insert claimant’s name ] in respect of treatment performed/care provided at [ insert name of defendant hospital ] by [ insert name(s) of surgeon(s) if known ] on or about [ insert date(s) ]. Please inform us if you do not consider yourself the correct defendant, or if you are aware of any additional potential defendants. This correspondence is issued in accordance with the Pre- Action Protocol for the Resolution of Clinical Disputes. Please acknowledge receipt in writing and state who will be dealing with this matter within 14 days. Failure to provide an acknowledgement may lead to the Claimant issuing proceedings without further notice to you. Furthermore, within four months of receiving this letter, you should supply a Letter of...

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PRECEDENTS

1 General Employee’s name [ insert name ] Manual handling activities reviewed [ insert, eg collecting and delivering mail, boxing up files for storage or litigation bundles ] Roles involved [ insert details ] Location [ insert location ] Assessed by [ insert name ] Is it possible to carry out the job without any manual handling? ☐ Yes ☐ No Is a risk assessment required?......

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PRECEDENTS

1 Purpose and responsibility Manual handling remains one of the leading causes of injury in the workplace. Harm arising in this manner can be severe and have lasting consequences. This policy expresses our commitment to avoiding or reducing the need for manual handling and, where it cannot be avoided, sets out the actions we will take to reduce the risk of injury. [ The Health and safety manager ] is accountable for this policy; any questions, concerns or suggestions should be raised with them. 2 What is manual handling? Manual handling covers a wide range of handling activities, including: lifting; lowering; pushing; pulling; or carrying loads. Common loads include: boxes; files; filing cabinets; and other office furniture and equipment, eg computers, photocopy paper etc. 3 What we will do We will: We will endeavour to avoid manual handling...

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PRECEDENTS

Claim No. [ insert claim no ] IN THE COUNTY COURT AT [ insert ] Between 1 Mr X Y Claimant - and - 2 Y Z LTD Defendant PARTICULARS OF CLAIM At all relevant times, the Claimant was engaged by the Defendant as a [ insert job title ] at the Defendant’s [ insert as appropriate ] site. [ Throughout the period, the provisions of the Provision and Use of Work Equipment Regulations 1998, as amended by the Control of Vibration at Work Regulations 2005 [ which came into force on 6 July 2005 ], were in force. ] During [ his OR her ] employment between [ insert date ] and [ insert date ], the Claimant was routinely required to operate vibrating tools [ give full details of tools, and hours worked on tools per shift/working day, or frequency of use of tools ]. This resulted in [ his OR her ]...

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PRECEDENTS

IN THE COUNTY COURT AT [ INSERT ] CLAIM NO Between [ XX ] Claimant and [ YY ] Defendant PARTICULARS OF CLAIM At all relevant times the Claimant was employed by the Defendant as a Catering Assistant at the Defendant’s store at [ insert details ] (“ The Store”), premises which the Defendant occupied for the purposes of the Occupiers’ Liability Act 1957 (“ OLA 1957”). On or around [ insert date ] the Claimant was at The Store in the course of [ her OR his ] employment. At approximately [ insert time ] the Claimant was walking through the kitchen area in the course of [ her OR his ] duties when [ she OR he ] slipped on grease that was on the floor, causing [ her OR his ] to fall to the floor......

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PRECEDENTS

[ IN THE COUNTY COURT AT [ INSERT ] OR IN THE HIGH COURT OF JUSTICE [ [ SPECIFY DIVISION ] ] [ [ SPECIFY SPECIALIST COURT ] ] [ [ INSERT LOCATION DISTRICT REGISTRY ] ] ] CLAIM NO: [ Insert claim number ] Between [ Insert name and details of the Claimant ] Claimant and [ Insert name and details of the Defendant ] Defendant PARTICULARS OF CLAIM At all relevant times the Claimant was engaged by the Defendant as a Healthcare Assistant. On or around [ insert date ] the Claimant was on duty on the [ insert details ] Ward at the Defendant’s hospital, which provided care to service users with mental health issues. The Claimant began [ his OR her ] shift at [ insert time ] and was assigned to a specific service user ([ insert name ]),...

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PRECEDENTS

Special Conditions: Amendments to the General Conditions of Contract of the Institution of Chemical Engineers ( IChem E) Form of Contract— Lump Sum Contracts, the Red Book, fifth edition (2013) Special Conditions The General Conditions in the IChem E Red Book, fifth edition (2013) shall apply as altered below: Agreement Paragraph 8: remove ‘6.3’. Paragraph 14: after ‘fax number’ include: ‘or email address’. Add ‘ Email Address’ to the contact details for both the Purchaser and the Contractor. Paragraph 16: delete the paragraph and replace with ‘ Not used’. 1. Definitions, interpretation, waiver and Notices Sub-clause 1.1 Within the definition of Cost, insert ‘, reasonably and necessarily’ immediately after ‘properly’. Within the definition of Legislation, add at the end: (including Acts of Parliament and subordinate instruments; orders; rules and/or regulations made thereunder; and/or the rules; regulations and/or bye-laws made by any body of...

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PRECEDENTS

Dated [ insert date ] Introduction This legal due diligence questionnaire concerns the intended acquisition by [ insert buyer name ] ( Newco ) of the whole issued share capital of [ insert name of target company ] Limited (the Target ) from [ insert seller name ] (the Seller ) (the Proposed Acquisition ). The questionnaire exists to enable Newco, Newco’s solicitors and its professional advisers involved in the Proposed Acquisition to obtain the information they require to aid the valuation of the Target and the subsidiaries of the Target (the Group and each a Group Company ). We reserve the right to raise further enquiries in relation to both your replies to this questionnaire and generally......

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PRECEDENTS

Filed on behalf of the defendant Witness Statement of [ enter the initial and surname of the witness ]. Witness statement number: [ enter the number of the witness statement relating to this witness ]. Exhibit particulars: [ enter initials and the number for each exhibit referred to ]. The statement date: [ enter date ]. [ Date of translation: [ enter date ] ]. Claim number: [ enter claim number ]. ......

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PRECEDENTS

Filed on behalf of the claimant Witness’s Statement for [ insert initial and surname of witness ] Statement number assigned: [ insert number of witness statement in relation to the witness ] Exhibit particulars listed herein: [ insert initials and number of each exhibit referred to ] Date the statement was completed: [ insert date ] [ Translation date: [ insert date ] ] Claim number reference: [ insert claim number ] ......

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PRECEDENTS

1 Introduction and purpose 1.1 We maintain robust arrangements designed to recognise, oversee and control every material risk to our business, including any that could reasonably stem from our connected practices. 1.2 We continually assess and review our financial resilience and the ongoing sustainability of the business. 1.3 On becoming aware that the firm will cease to practise, we are under a regulatory obligation to carry out a clear, timely and orderly wind‑down of operations, and to notify the Solicitors Regulation Authority ( SRA) prior to closure. 1.4 We are likewise obliged to safeguard client confidentiality, and that obligation endures even after a client’s matter has fully finished. 1.5 Shutting a practice also entails a range of further actions and demands careful, proper advance planning. 1.6 This plan: 1.6.1 aims to ensure we undertake all...

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PRECEDENTS

1 Directors’ conflicts of interest 1.1 Subject to the Companies Act 2006 and once they have revealed to the directors the nature and breadth of any material interest, a director may, despite their office or the fact that, absent the authority given by this article 1.1, they would or could breach their duty under the Companies Act 2006 to avoid conflicts of interest, serve as a director or other officer of, be employed by, be a party to any transaction or arrangement with, or otherwise hold an interest in, any undertaking within the company’s group, or any undertaking promoted by the company or by any undertaking within the company’s group, or any undertaking in which the company or any undertaking within the company’s group otherwise has an interest, and undertakings in which the group is interested......

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PRECEDENTS

[ Insert in para 6.1 of response form ET3 ] Many of the issues raised by the Claimant predate her ET1 by over three months; accordingly, those allegations fall outside the time limits set by section 123 of the Equality Act 2010 and the tribunal lacks jurisdiction to determine them. Subject only to the fact that there were four female employees at the premises, including the Claimant, paragraph 1 of the Grounds of Claim is admitted. It is accepted that the Claimant and [ insert name ] spoke on [ insert date ] regarding sales reports. It is further accepted that the Claimant told [ insert name ] he would need to wait until after lunch for the sales report. [ Insert name ] considered the Claimant’s tone to be angry and curt and asked whether she was all right. It is...

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PRECEDENTS

Date of review [ Insert date] • Reviewer(s): [ Insert name(s)] Business planning A current, market-aware plan with medium aims and short targets; covers succession, positioning and financial health; actionable, reviewed regularly; three‑year funded investment, suitable premises, flexible finances, and fit‑for‑purpose IT. Finances Prudent borrowing, three months’ cash, ongoing reinvestment and funded commitments without single‑funder dependence; balanced KPIs, WIP control and gross‑margin focus (~50% after partner ‘salary’); cash targets met; pricing, fees and spend reviewed; planned IT, marketing and training budgets. People Balanced senior/junior mix, shared business development and external challenge; competitive rewards aid recruitment and retention; broad skills training; future managers developed via exposure to planning, finance and decisions. Clients Profitable long‑term clients plus enough new wins; active cross‑selling; acceptable losses; diversified portfolio; regular, objective feedback; targets can pay, sectors show growth, and our niche positioning sustains...

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PRECEDENTS

[ TO BE TYPED ON COMPANY HEADED PAPER ] [ insert date ] [ insert name of employee ] [ insert address ] Dear [ insert name ] The [ insert name of company ] Bonus Scheme I am pleased to inform you that you have been chosen to take part in the [ insert name of company ] Bonus Scheme (the ‘ Scheme ’). Under the Scheme, you will qualify for a bonus payment linked to the profits of [ insert name of company ] (the ‘ Company ’) for the 12-month period ending [ insert date ] (the ‘ Bonus Year ’). The conditions governing if, and when, any bonus becomes payable to you are described in the Schedule to this letter (the ‘ Schedule ’). After the Bonus Year, the Board of the Company will decide that a portion of the Company’s profits for the Bonus Year will be set...

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PRECEDENTS

Agreement to sell The Seller shall [dispose of and the Management Company shall acquire OR grant and the Management Company shall accept the Concurrent Lease of] the [ Building OR Estate] [together with the Contents] for the Price, on the terms set out in this Agreement The Management Company is not entitled to insist that the Seller: [convey OR let] the [ Building OR Estate], or any part of it, to anyone other than the Management Company; [convey OR let] the [ Building OR Estate] in multiple lots or by more than one [transfer OR lease]; allocate or apportion the Price between separate elements of the [ Building OR Estate]......

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PRECEDENTS

Identical or confusingly similar The disputed domain is [ identical OR confusingly similar ] to a word mark that the Complainant owns through valid national or regional registrations and which remains in current use ( URS 1.2.6.1). Evidence supporting the Complainant’s trade mark registrations is attached. These registrations relate to the word mark [ insert ] (the Mark) [ which is [ identical ] OR [ if not identical then set out how the domain and the Mark are alike visually, aurally, and conceptually, and explain why confusion is probable ]. ] [ The Mark has also been recorded with the Trade Mark Clearinghouse [ insert details and include in attachment ]. ] For a period of at least [ insert number ] years, the Complainant has deployed the Mark extensively across print media, television, and the internet. The...

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PRECEDENTS

EU acquis United Kingdom legislation [ Provide the full title of the EU act, including the Official Journal citation ] [ List all current UK legislation that relates to the EU act ] 1 2 3 4 5 6 7 EU provision Content UK legislation Content Compliance Remarks Essential amendments to UK legislation [ Set out each article, paragraph and sub‑paragraph ] [ Place each provision on a separate line ] [ Insert the complete text of the EU act ] [ Identify the relevant section of the UK legislation ] [ Insert the complete text of the UK legislation ] [ F—full compliance OR P—partial compliance OR N—non‑compliance OR N/ A—not applicable ] [ Explain why the legislation is or is not compliant ] [ Provide details ]......

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When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...

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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...

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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 ...

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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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