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The value attributed to the fact that the company is continuing to write profitable new business. It is often calculated as a multiple of the value of new business written in the most recent financial year.
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Commercial contract review and execution (business personnel)—checklist This is a Checklist for in-house lawyers to provide to those of its employees (eg procurement or sales professionals) who are engaged in negotiating commercial contracts. It sets out the primary issues to consider when negotiating or reviewing a business-to-business commercial contract, and includes practical guidance. This Checklist may be suitable for use in low risk contracts where employees who are not legally qualified are authorised to conduct negotiations and contract review. It may be customised as required to work with a company playbook on contract negotiation and review, to include suggested fall-back drafting positions and escalation points for recourse to a legal team as appropriate. As it is intended to be used by non-legal professionals, it does not include links to further detailed legal commentary in each case. For a Checklist intended for use by legal professionals with links to further information, see: Commercial contract drafting and review—checklist. In-house lawyers should check that business personnel engaged in negotiating and concluding commercial contracts...
Key IP considerations in R&D agreements—checklist Using this Checklist This Checklist focuses on the IP aspects of R&D agreements and identifies the key terms typically included in an R&D agreement. This document can be used as a checklist of issues to consider when drafting, reviewing or negotiating such agreements. Key competition law considerations are also considered. However, an individual assessment will need to be conducted as to whether an agreement’s IP provisions are compatible with competition law, particularly the prohibitions against anti-competitive agreements under Article 101(1) of the Treaty on the Functioning of the European Union (TFEU) and Chapter I of the Competition Act 1998 (CA 1998). On 1 June 2023, the European Commission adopted the EU Research & Developments Block Exemption, Commission Regulation (EU) 2023/1066 (EU R&D BER) and the accompanying Horizontal Guidelines. The EU R&D BER entered into force on 1 July 2023 and will expire on 30 June 2035. On 5 December 2022, the UK government laid before Parliament the Competition Act 1998 (Research and Development...
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Social media and user-generated content This Practice Note examines some of the key risks associated with a brand’s usage of social media and user-generated content (UGC). Its particular focus is on the potential infringement of third party rights, such as intellectual property (IP). It provides practical guidance on how parties engaged in such activities can mitigate those risks. Social media Social media is an extremely popular means of communicating online. Based on user participation and interaction, social media takes a variety of forms, including: • online social and business networking (eg Facebook, LinkedIn, Snapchat, Instagram) • online blogs (eg Twitter (now X), Blogger.com) • online forums (eg Mumsnet, Reddit) • online shops and auctions (eg eBay, Amazon) • online digital media sharing (eg YouTube, Vimeo, Flickr, TikTok) • online reference texts (eg Wikipedia) • online games and applications (eg World of Warcraft) User-generated content Increasingly, businesses are encouraging consumers to contribute material to social media platforms and are incorporating these contributions into consumer-focused advertising and marketing campaigns. Often, this might...
Court of Justice State aid appeals—ongoing cases tracker The below tracks live Court of Justice appeal cases involving State aid (Articles 107 to 109 TFEU) and other actions for the recovery of aid. For completed cases, see Court of Justice State aid appeals—closed cases tracker. NOTE—completed appeals are moved from this document to the case trackers for closed appeals within seven days of the final court decision. For details of recent State aid decisions by the Commission, see EU State aid decisions—ongoing cases tracker, for details of State aid appeals before the General Court, see General Court State aid appeals—ongoing cases tracker, and for details of national reference cases before the Court of Justice involving State aid, see Court of Justice State aid national references—ongoing cases tracker. Appeals from the General Court Case Decision being appealed/issues Latest development Case C- 291/25 Ryanair v Commission An appeal against the General Court’s judgment in Case T- 743/21, dismissing an action against the Commission’s re-adopted decision in State...
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Deed of retirement from partnership This Deed of retirement is made on [insert day and month] 20[insert year] Parties 1 [Insert name of retiring partner] of [insert address] (Retiring Partner), and 2 The persons whose names and addresses are set out in Schedule 1 (Continuing Partners). Recitals: (A) The Partners have been carrying on business in partnership under the terms of the Partnership Agreement. (B) The Retiring Partner is to retire from the Partnership on the Retirement Date. (C) The provisions of this deed shall apply to the retirement of the Retiring Partner in place of any provisions of the Partnership Act 1890 and the Partnership Agreement that would otherwise apply to the retirement of the Retiring Partner. The parties agree: 1 Definitions and interpretation 1.1 In this deed: Accountants • means [insert name of Partnership's accountants] or such other firm of accountants as may be appointed to replace them in accordance with the provisions of the Partnership Agreement; Accounting Date • means [insert Partnership accounting date]; Accounting...
UDRP complaint [ IMPORTANT NOTE ] [This guide refers to the model complaint provided by WIPO (https://www.wipo.int/amc/en/domains/complainant/) in accordance with the Uniform Domain Name Dispute Resolution Policy (the Policy), approved by the Internet Corporation for Assigned Names and Numbers (ICANN) on October 24, 1999, the Rules for Uniform Domain Name Dispute resolution Policy (the Rules), approved by ICANN on September 28, 2013, and in effect as of July 31, 2015, and the WIPO Supplemental Rules for Uniform Domain Name Dispute Resolution Policy (the Supplemental Rules) in effect as of July 31, 2015. There are various alternative UDRP regimes that may apply to a particular disputed domain. It is important that you check that one of these alternative regimes does not apply. For example, both .nl (Netherlands) and .ir (Iran) ccTLDs are subject to their own UDRP variations (and in Iran’s case, occasionally subject to important sanctions regimes–check that it is permitted to own and trade via a particular ccTLD), with separate procedural considerations. See https://www.wipo.int/amc/en/domains/cctld/nl/index.html and...
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If you have been trading as a sole trader and wish to change your business structure and start trading as a company, whom do you have to notify about the conversion? Do you have to notify suppliers and customers? This Q&A covers the situation in which a business is converting from a sole trader to a private company limited by shares. For other types of corporate and non-corporate structures, see our Lexis+® UK Corporate Forms of business vehicle subtopic. A sole trader is a person carrying on business in his or her personal capacity and has to comply with very few formalities in order to carry on the business, including having no obligation to publicly disclose any information. A company is a separate legal entity, distinct from its members. It is owned by its members (also known as shareholders) and it is managed by its directors. It is regulated by the Companies Act 20006 (CA 2006). For an overview of the basic requirements of these different...
Can an unincorporated association become an incorporated entity, and can decisions and resolutions made by the unincorporated association transfer across to the incorporated entity? An unincorporated association: • is an organisation formed when two or more persons (the members) carry on activities together for a common purpose • does not operate for the purpose of generating profit (in fact, if two or more persons carry on business for the purpose of making a profit, a partnership will be established and partnership law will apply) • is not a separate legal entity from its members and officers, which means that the officers and members are personally liable for the debts and obligations of the association, and • may not enter into contracts, own assets, sue or be sued in its own name There is no automatic or statutory process by which an unincorporated association can become ‘incorporated’ or convert into another type of entity. If an unincorporated association wishes to restructure its organisation to become an incorporated organisation, for instance as...
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