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 DEED is entered into on [ insert date ] Parties [ Insert name of director ] of [ insert address of the director ] (the Director); [ Insert name of company ], a company incorporated in [ insert place of incorporation, eg England and Wales ] with registered number [ insert registered number ], whose registered office is at [ insert address ] (the Company); and [ Insert name of nominated adviser/broker ], a company incorporated in [ insert place of incorporation, eg England and Wales ] with registered number [ insert registered number ], whose registered office is at [ insert address ] (the Placing Agent). BACKGROUND [ Insert relevant details of the background to the deed ] The Company intends to obtain admission to trading on AIM, a market operated by the London Stock Exchange, of the Ordinary Shares already in issue and to be issued...

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PRECEDENTS

1 BACKGROUND 1.1 [ Insert project name ] comprises the [ placing OR offer for subscription [ and sale ] ] of new [ and [ certain ] existing ] ordinary shares in [ insert name or code name for company ] plc (the Company), together with the admission of the new and existing ordinary shares to trading on AIM ( AIM), a market run by the London Stock Exchange (the LSE) (the IPO). 1.2 [ Insert other details regarding the transaction ] 2 INTRODUCTION 2.1 These publicity guidelines (the guidelines) are intended to give a concise overview of the English law considerations regarding the disclosure of any information and/or any kind of publicity that relates to the IPO and/or the Company [ [ and OR , ] its subsidiaries (the Group) ] [ and the Company's affiliates ]. 2.2 An IPO generally entails publicity in multiple forms. During the...

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PRECEDENTS

Dated [ insert date ] Introduction This legal due diligence questionnaire concerns the proposed admission to AIM of the whole issued [ and to be issued ] share capital of [ insert company name ] (the Company) (the IPO) in question. It forms only one component of the wider due diligence programme, which may also cover management questionnaires, business due diligence and financial due diligence, as relevant. This questionnaire is intended to enable the nominated adviser, the nominated adviser’s solicitor, the Company, the Company’s solicitors and other professional advisers engaged on the IPO to gather the information required to help prepare the admission document and to determine what steps are needed to ensure the Company is ready for its continuing admission to AIM. Please kindly answer each question in full and without any omission. Provide your replies in italics directly beneath every question and supply copies of all...

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PRECEDENTS

PMI— Guide to the Key Principles of Pension Administration Agreements ( November 2014) In November 2014, the Pensions Management Institute ( PMI) unveiled a revised best practice guide that outlines the core principles governing pension administration agreements. The guide was developed in partnership with CMS and Muse Advisory. It is particularly pertinent to third-party administrators, though it also applies to schemes where administration functions are carried out in-house......

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PRECEDENTS

This Precedent is aimed at law firms. Provided solely in Excel only, it cannot be downloaded to Word. The Precedent enables checking and recording that interviews are being conducted for each and every employee consistently and to the required standard as required......

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PRECEDENTS

In the County Court at [ insert ] Claim No. [ insert number ] Between A Claimant and B Defendant Particulars of claim At all material times, the Claimant was a British citizen, habitually resident and domiciled within the jurisdiction of England and Wales aforesaid. On 3 February 2024, the Claimant reserved lodging at the Jupiter hotel in Punta Cana, in the Dominican Republic, for the fortnight running from 5 to 20 August 2024. The said contract was concluded over the internet via the Defendant’s website portal. It was an express term of that contract that the Defendant accepted responsibility for the provision of the accommodation booked with them; if it was not supplied with reasonable skill and care, they would be liable for any injury suffered as a result and in consequence [ clause 10 ]. The Claimant duly paid the...

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PRECEDENTS

Precedent transfer Nowadays, exchanges are almost always completed by separate transfers, each containing the standard title guarantees expected of ordinary sellers. There is no limit on the kind or value of the properties being swapped. A freehold interest may lawfully be exchanged for a leasehold interest ( IRC v Littlewoods Mail Order Stores [1962] 2 All ER 279, HL), and any required balancing sum can be provided by way of equality of exchange. An adaptable Word version of the precedent form TP1 can be downloaded, saved or printed via the link on this page. Drafting notes to precedent transfer Panel 1— Title numbers Where multiple properties are involved, each title number should be set out in alphanumeric order (beginning with 1). The properties should then be listed in the same sequence as the title numbers, using matching numbering. Panel 3— Property...

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PRECEDENTS

1 Introduction 1.1 The entitlement to shared parental leave ( SPL) enables eligible staff to decide how they split caring for a child in the first year following adoption. This entitlement is open to the child’s adopter and one additional person, who must be that adopter’s spouse, civil partner or partner. Either, or both, of these qualifying individuals may work for the Company. 1.2 This policy [ was developed in consultation with [ the trade union OR staff association OR employees ] and ] covers all employees. The provisions on shared parental pay ( Sh PP) (paragraphs 5 and 6, the relevant parts of paragraphs 8 and 9, and paragraph 14) also extend to some people who are not Company employees but are in ‘employed earner’s employment’ with the Company; broadly, this refers to those for whom class 1 National Insurance...

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PRECEDENTS

Instructions: please read all of this before filling in the form Throughout this form, references are as follows: ‘ Adopter’ refers to you; and ‘child’ refers to the child (whether or not already placed with you for adoption) in respect of whom you intend to exercise shared parental leave/pay rights. References to the ‘ Adopter’s Partner’ mean the other individual involved in the shared parental leave/pay arrangements, who will be: married to you; or your civil partner; or your ‘partner’. For these purposes, ‘partner’ means a person who lives with you, and will live with the child, in an enduring family relationship, but is not your child, parent (including adoptive or former adoptive parents), grandchild, grandparent, brother, sister, half-brother, half-sister, aunt, uncle, niece or nephew. In all circumstances, you must complete every entry in section A, and both section A...

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PRECEDENTS

Instructions: please read all of this before filling in the form Throughout this form, references: to the ‘child’ refer to the child (whether placed for adoption yet or not) for whom you seek to use shared parental leave and/or pay rights; and to the ‘ Adopter’ refer to the adopter or prospective adopter of that child. To be eligible to take shared parental leave and/or receive shared parental pay, you must be: married to the Adopter; or the Adopter’s civil partner; or the Adopter’s ‘partner’. Here, ‘partner’ means someone who lives with the Adopter, and will live with the child, in an enduring family relationship, but is not the Adopter’s child, parent (including adoptive or former adoptive parents), grandchild, grandparent, brother, sister, half-brother, half-sister, aunt, uncle, niece or nephew. If you meet one or more of these...

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PRECEDENTS

Instructions: please read all of this before filling in the form This form should be used only in situations where you have already given notice of the period or periods for which you plan to claim shared parental pay. That is, you have already submitted to the Company a copy of the form ‘ Notice of entitlement for shared parental leave and/or pay: adopters’ or ‘ Notice of entitlement for shared parental leave and/or pay: adopters’ partners’. In section C of that same document, you will have already set out the following details: the number of weeks for which you intend to claim shared parental pay in respect of the child; the number of weeks for which shared parental pay will be claimed by the second person claiming shared parental pay in respect of the child; the start and end dates of the...

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PRECEDENTS

Instructions: please read all of this before filling in the form This form should be completed by you if you are an adopter, or a prospective adopter, employed by the Company who intends to: take shared parental leave and/or apply for shared parental pay; and/or authorise the use of shared parental leave and/or the claiming of shared parental pay by a person (referred to below as the ‘ Adopter’s Partner’) who is your spouse, your civil partner, or your ‘partner’. A ‘partner’ is someone who lives with you and will live with the child in an enduring family relationship, but is not your child, parent, adoptive parent, former adoptive parent, grandchild, grandparent, brother, sister, half-brother, half-sister, aunt, uncle, niece or nephew. If you are, or will be, entitled to statutory adoption leave in your employment with the Company, you must end that...

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PRECEDENTS

Instructions: please read all of this before filling in the form If you have not already provided a ' Notice of entitlement for shared parental leave and/or pay' to the Company, you must send that notice at the same time as this booking form in order to be eligible to take shared parental leave. If you are the adopter, or the expected adopter, of the child for whom shared parental leave is to be taken, you must provide the notice called ' Notice of entitlement for shared parental leave and/or pay: adopters'. If you are married to, the civil partner of, or the 'partner' of the adopter, you must instead provide the notice titled ' Notice of entitlement for shared parental leave and/or pay: adopters' partners'. Here, 'partner' means a person who lives with the adopter, and will live with the child, in an...

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PRECEDENTS

The Directors [ Enter company name ] [ Enter company address ] [ enter date ] Dear [ Company name or Directors ] [ Enter company name ] [ Limited or PLC ] (the Company) [ I, or We, ] [ enter name and address of individual applicant(s) ], [ writing on behalf of [ enter name and address of corporate applicant(s)......

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PRECEDENTS

IN THE COUNTY COURT AT [ INSERT LOCATION ] CLAIM NO. [ INSERT NUMBER ] Between X Y Claimant - and - A B Defendant It is accepted that the Claimant commenced employment with the Defendant as a [ insert job title ] on [ insert date ]. On [ insert date ], the Defendant provided the Claimant with its Codes of Safe Working Practice, covering the operation of assorted machinery. The meaning and intent of those Codes were explained to [ him OR her ]. On [ insert date ], the Claimant received the Defendant’s Guide to Hand- Arm Vibration Syndrome. It contained written guidance on the cause, identification, prevention, and treatment of HAVS. By the end of the 1970s, hand/arm vibration syndrome was widely recognised. From the time [ he OR she ] was given the above Guide, the...

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PRECEDENTS

ARCHIVED : This Precedent has been archived and is not maintained . SIAC ARBITRATION NO. 232 OF 2013 IN THE MATTER OF AN ARBITRATION BETWEEN: Parties WEIPA RESOURCES LIMITED — Claimant SELANGOR RESOURCES SDN BHD — Respondent This document comprises the Respondent’s Defence in answer to the Claimant’s Statement of Claim (‘ SOC’) lodged on [ insert date ]. Unless expressly defined differently, the abbreviations in the Claimant’s SOC are used here. Paragraphs 1 and 2 of the SOC are admitted. Save that the parties executed a written agreement (the ‘ Contract’) on or about 15 August 2014, and that Aleutia law governs the Contract, paragraph 3 of the SOC is otherwise not admitted. Paragraph 4 of the SOC is admitted. Paragraph 5 of the SOC is not admitted. Paragraph 6 of the SOC is denied, and the...

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PRECEDENTS

ARCHIVED : This Precedent has been archived and is not maintained . SIAC ARBITRATION NO. [ ] OF 2015 IN THE MATTER OF AN ARBITRATION BETWEEN Parties WEIPA RESOURCES LIMITED — Claimant SELANGOR RESOURCES SDN BHD — Respondent 1 The Claimant, Weipa Resources Limited ( Claimant), is a company incorporated in the British Virgin Islands, with its registered office at P. O. Box 1234, Charlotte Street, Tortola, British Virgin Islands. 2 The Respondent, Selangor Resources Sdn Bhd ( Respondent), is a company incorporated in Malaysia, with its registered address at 20-02, 500 Federal Plaza, Petaling Jaya, Selangor. 3 Pursuant to a written agreement made on or about 15 August 2014 between the Respondent and the Claimant (the ‘ Contract’), the Claimant agreed to purchase, and the Respondent agreed to sell, 20,000 metric tonnes (plus or minus 5% at the Claimant’s option) of low sulphur delayed coking...

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PRECEDENTS

[ To be printed on the employer’s letterhead ] [ Insert employee name ] [ Insert employee address ] Confidential: for the addressee only [ Date ] Dear [ insert employee’s name ] Proposed change to your [ contract of employment OR [ enter details, eg holiday entitlement ] ] Further to our meeting on [ enter date ], and to my letter [ s ] dated [ enter dates of letter(s) that have already been sent to the employee ], [ a copy OR copies ] of which [ is OR are ] enclosed. [ Provide details of any earlier individual and collective consultation that has occurred. ] I note that you have not consented to the proposed change [ s ] outlined in my letter [ s ]......

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PRECEDENTS

Proposed change to your [ contract of employment OR [ enter details, eg holiday entitlement ] ] [ To be printed on the employer’s letterhead ] [ Insert employee name ] [ Insert employee address ] Confidential: addressee only [ Date ] Dear [ insert name of employee ] I am writing following our meeting on [ enter date ], together with my letter[s] dated [ enter dates of letter(s) that have already been sent to the employee ]. I enclose [ a copy OR copies ]. [ Set out details of any prior individual and collective consultation process that has taken place ]......

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PRECEDENTS

[ To be completed on the employer’s headed notepaper ] [ Insert employee name ] [ Insert employee address ] Confidential: for addressee only [ Date ] Dear [ enter employee’s name ] Proposed change to [ enter details, eg your place of work ] I write further to our meeting on [ enter date ]. [ Include particulars of any earlier consultation process that has taken place. ] [ As noted during that meeting, the Company has been assessing its requirements for work carried out by those in your present job role at [ enter employee’s current place of work ] having regard to [ enter details of the business reasons that require the employer to invoke the mobility clause, eg the substantially increased business the Company is undertaking in the North East region ]. As explained, following that review the Company has concluded that, to meet...

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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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