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 presentation serves as a training tool for orientating your firm’s non-finance employees to the SRA Accounts Rules, as well as your internal accounts manual or procedures. The materials provided are customisable. As this edition of the training pack is supplied in Power Point, it cannot, from this page, be downloaded into Word at this time due to the format......

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PRECEDENTS

1 Introduction 1.1 This policy sets out how we engage experts, barristers and other third parties to contribute to a client’s case. For ease, we refer to all such providers collectively as ‘third parties’ within this policy. 2 Difference between instructing a third party and introducing a client to a third party 2.1 Giving instructions to a third party is not equivalent to introducing your client to a third party, for example a financial adviser or another lawyer......

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1 Introduction 1.1 This policy applies when potential clients are referred to us by third parties and/or when we agree to divide our fees with third parties. 1.2 For guidance on our policy and procedures when sending clients to third parties, see our separate Introduction to third parties policy. 2 Key definitions 2.1 A ‘referral’ arises when another person, business or organisation: 2.1.1 introduces or directs clients to the firm; 2.1.2 recommends our firm to clients; or 2.1.3 otherwise connects the firm and clients. This includes referrals from other solicitors. 2.2 The person, business or organisation making the referral is the ‘introducer’. Referrals may be made in return for: ...

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PRECEDENTS

This Agreement is dated [ date ] Parties [ insert name of supplier ] [ of OR trading as [ insert trading name ] of OR a company incorporated in [ England and Wales ] under number [ insert registered number ] whose registered office is at ] [ insert address ] ( Supplier); [ insert name of merchant ] [ of OR trading as [ insert trading name ] of OR a company incorporated in [ England and Wales ] under number [ insert registered number ] whose registered office is at ] [ insert address ] ( Merchant), Each of the Supplier and the Merchant is a party and, together, the Supplier and the Merchant are the parties. Background The Supplier carries on the business of supplying [ insert description ] to other businesses. The Merchant carries on the business of [ insert description ]. The parties have agreed that the...

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PRECEDENTS

[ insert name of Franchisor ] [ insert Franchisor’s address ] Dear [ insert Franchisor name ], Proposed franchise agreement to be entered into between [ insert name of franchisor ] and [ insert name of franchisee ] (the ‘ Agreement’) The Franchisee acknowledges that despite clause [ Acknowledgement clause where Franchisor advises Franchisee to seek advice ] of......

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PRECEDENTS

Use these drafting notes when preparing a landlord’s section 25 notice that resists renewal (with stated grounds) under the Landlord and Tenant Act 1954 ( LTA 1954). They are intended to assist in completing the prescribed form required by the Landlord and Tenant Act 1954, Part 2 ( Notices) Regulations 2004, SI 2004/1005, which is available here. As good practice, serve the notice in duplicate and ask the receiving party to endorse and return the duplicate to acknowledge receipt. General Under the Landlord and Tenant Act 1954 ( LTA 1954), a business tenancy continues automatically once the original lease term ends. A ‘business tenancy’ arises where premises are occupied for the purposes of a trade or profession (see LTA 1954 business lease renewal—termination— Meaning of 'occupied for the purposes of business') unless it is within one of 17 categories of excluded tenancies (see: LTA 1954...

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PRECEDENTS

To [ Defendant ] Dear [ insert name of organisation ] Defendant’s booking reference: Claimant’s complete name and address: Holiday dates: Hotel/ Resort name and board basis: Room number: We are mandated by our aforesaid client to pursue compensation for gastric illness acquired during a holiday at the aforementioned hotel/resort......

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PRECEDENTS

This Agreement is entered into on [ date ] Parties [ Insert name of supplier ], [ of OR trading as [ insert trading name ] OR a company incorporated in [ England and Wales ] under number [ insert registered number ], whose registered office is at [ insert address ] ] ( Supplier ); and [ Insert name of merchant ], [ of OR trading as [ insert trading name ] OR a company incorporated in [ England and Wales ] under number [ insert registered number ], whose registered office is at [ insert address ] ] ( Merchant ), each of the Supplier and the Merchant is a party and, together, they are the parties. Background The Supplier is engaged in the business of providing [ insert description of goods ] to other businesses. The Merchant carries on the business of [ insert...

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PRECEDENTS

These training resources comprise template Power Point decks designed to underpin single or multiple training sessions or seminars on Regulation ( EU) 2017/745, the Medical Devices Regulation ( MDR), and Regulation ( EU) 2017/746, the In Vitro Diagnostic Medical Devices Regulation ( IVDR). It is expected that trainers will adopt these slides as a useful foundation for their talks, then adapt them as needed accordingly to suit their specific contexts and particular requirements where appropriate. The training resources are customisable. Click the links below to download the presentation now......

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PRECEDENTS

Date [ insert date of appointment ] Parties [ insert name of Lender ], of [ insert address ], [ incorporated in England and Wales with company registration number [ insert company registration number ] ] (the ' Lender'); [ [ insert name of Receiver ] OR [ insert name of Receivers ] ], of [ insert address ] (the ' Receiver' OR ' Receivers'). 1 The Mortgage Under a mortgage (the ' Mortgage') dated [ insert date of mortgage ] between (1) [ insert name of borrower ] (the ' Borrower') and (2) the Lender, the property described in the schedule (the ' Property') was charged to the Lender by way of legal mortgage to secure repayment of £[ insert amount of loan ] on [ insert date for redemption or brief details of other repayment arrangements ], together with the payment or discharge of all other...

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PRECEDENTS

[ To appear on the organisation’s headed paper ] [ Insert worker’s name ] [ Insert worker’s address ] [ Insert date ] Dear [ insert worker’s name ] (‘ you ’) Casual work with [ insert name of organisation ] (‘ we ’ or ‘ us ’) This agreement outlines the basis on which you and we agree that you will deliver occasional services as [ insert role ] on a part-year, casual arrangement. Because of the nature of our business, and this position, we cannot predict precisely which days, or what hours, we will need your services during [ term-time OR the [ summer ] term OR the harvest period OR the performance season at [ insert name of venue ] ]. 1 Status Your employer for the purposes of this agreement is [ insert name of organisation ]. This agreement is not an employment contract and does not grant you any...

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PRECEDENTS

1 Introduction The Company supports continuous learning, urging every employee to enhance their skills and qualifications and to strengthen their chances for future career advancement, with accountability jointly shared between the Company and the individual employees themselves The Company aligns training and development offerings with the organisation’s requirements and goals, and choices about investing in staff learning and development are likewise determined by current business priorities and overall objectives The Company is dedicated to ensuring that access to, and decisions concerning, training and development are taken fairly and consistently at all times, and that equal opportunity is afforded to all employees across this area. The Company will ensure that no employee is barred from receiving training on grounds of race, colour, nationality, ethnic or national origin, gender, disability, sexual orientation, religion or belief, or age This policy outlines the training entitlement provided by the Company, any...

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PRECEDENTS

1 Terms of business 1.1 [ Your agreement is exclusively with [ insert name of company or LLP ], which alone bears legal responsibility for the services undertaken for you and for any action or omission arising during that work. No representative, [ member OR director ], officer, employee, agent, or consultant of [ insert name of company or LLP ] will have any personal legal liability for any loss or claim. OR Your agreement is exclusively with [ insert name of partnership or sole practice ]. No employee, agent, or consultant of [ insert name of partnership or sole practice ] will have any personal legal liability for any loss or claim, save for the [ partners OR sole proprietor ] of [ insert name of partnership or sole practice ]......

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PRECEDENTS

Company number: [ insert company number ] [ Insert company name ] Limited Minutes of a meeting of the board of directors (the Meeting) of [ insert full name of company ] Limited (the Company) Held at: [ insert place of meeting ] Held on: [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ] Present: [ Insert names of the director(s) physically present ] [ [ Insert names of any directors present by telephone as permitted by the Company’s articles of association ] (by telephone) ] [ [ Insert names of any directors present by other means permitted by the Company’s articles of association ] (by [ insert other means ]) ] In attendance: [ [ Insert name of anyone in attendance, who does not count towards the quorum for the Meeting (eg the...

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PRECEDENTS

Company number: [ insert company number ] [ Insert company name ] Limited Record of the board of directors’ meeting (the Meeting) of [ insert full name of company ] Limited (the Company). Venue: [ insert place of meeting ] | Date: [ insert day, month and year of meeting ] | Time: [ insert time of meeting ] [ am OR pm ] Present [ Insert names of the director(s) physically present ] [ [ Insert names of any directors present by telephone as permitted by the Company’s articles of association ] (by telephone) ] [ [ Insert names of any directors present by other means permitted by the Company’s articles of association ] (by [ insert other means ]) ] In attendance [ [ Insert name of anyone in attendance, who does not count towards the quorum for the Meeting (eg the company secretary, any legal advisers) ]...

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PRECEDENTS

Company number: [ insert company number ] [ Insert company name ] Limited Minutes of the board meeting (the Meeting) of [ insert full name of company ] Limited (the Company). Venue: [ insert place of meeting ]. Date: [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ]. Present: [ Add the name(s) of directors attending in person ] [ [ Add the names of any directors attending by telephone, as allowed by the Company’s articles of association ] (by telephone) ] [ [ Add the names of any directors attending by other permitted means under the Company’s articles of association ] (by [ insert other means ]) ] [ In attendance: ] [ [ Add the name of any attendee who does not count towards the Meeting quorum (eg the company...

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PRECEDENTS

COMPANY NUMBER: [ insert company number ] [ Insert company name ] limited Minutes of a board of directors’ meeting (the Meeting) for [ insert full name of company ] Limited (the Company) Convened at [ insert place of meeting ] On [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ] Present: [ Insert names of the director(s) physically present ] [ [ Insert names of any directors present by telephone as allowed by the Company’s articles of association ] (by telephone) ] [ [ Insert names of any directors present by other means allowed by the Company’s articles of association ] (by [ insert other means ]) ] In attendance: [ [ Insert name of anyone in attendance who does not count towards the quorum for the Meeting (eg the company...

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PRECEDENTS

Tenant’s request for a new business tenancy Use these drafting notes when preparing a tenant’s application for a new business tenancy pursuant to the Landlord and Tenant Act 1954; for use when completing and finalising the request form. They are designed for completing the prescribed form under the Landlord and Tenant Act 1954, Part 2 ( Notices) Regulations 2004, SI 2004/1005, which is available here. As good practice, serve the notice in duplicate and request that the recipient endorses and returns the duplicate to confirm receipt. The parties Ensure the notice is issued by, and served upon, the correct parties......

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PRECEDENTS

The Company last revised these restructuring plan/scheme FAQs on [ insert date the Company last updated these FAQs ]. Q1: Why have you contacted me? We are reaching out to everyone we believe could be a creditor/shareholder of [ insert name of Company proposing the restructuring plan/scheme ] (the Company), which has also traded as [ insert trading names ], to notify them of a proposed restructuring plan/scheme of arrangement. Creditors are individuals or organisations to whom the Company owes money. You might fall into this category because: we had a business relationship with you; the Company rented premises from you; or you supplied other goods or services to the Company. [ Shareholders are people holding [ ordinary ] shares in the Company. ] Q2: What is a restructuring plan/scheme of arrangement and why are you proposing it? A restructuring plan/scheme of...

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PRECEDENTS

This Agreement is entered into on [ date ] Parties [ insert name of Supplier ] [ of, or a company incorporated in [ England and Wales ] with company number [ insert registered number ] whose registered office is at [ insert address ] ] ( Supplier); and [ insert name of Customer ] [ of, or a company incorporated in [ England and Wales ] with company number [ insert registered number ] whose registered office is at [ insert address ] ] ( Customer), with each of the Supplier and the Customer being a party and, together, the Supplier and the Customer constituting the parties. Background The Customer carries on the business of [ insert description ] and is established in England and Wales. The Supplier carries on the business of providing [ insert...

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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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