For 30 years many third-party agents who buy or sell goods in Great Britain on the behalf of another (their principal) as opposed to in the agent’s own name have qualified for protection under the Commercial Agents (Council Directive) Regulations 1993 [The Commercial Agents (Council Directive) Regulations 1993] (the Regulations). If the criteria for the … Continue Reading
While the enforcement of non-compete clauses (“noncompetes”) varies in jurisdictions across the country, California has a longstanding history of disfavoring them and championing a pro-employee-mobility work environment. Two laws were recently passed – Assembly Bill 1076 and Senate Bill 699 – expanding the scope of California’s prohibition on noncompetes and exposing companies to a heightened … Continue Reading
In a potentially industry-changing ruling, Judge Gilliam of the Northern District of California ruled that amendments to click-wrap agreements, like Dropbox’s terms of use, are invalid unless the user had to manifest assent through some act more than continued use of the service: Defendant essentially argues that it contracted for the right to change the … Continue Reading
A recent High Court decision in the case of Blu-Sky Solutions Limited (“Blu-Sky”) v Be Caring Limited (“BCL”) has put terms and conditions into the spotlight. The case has highlighted the importance of making sure that any onerous terms in your standard terms and conditions are clearly brought to the attention of the other party … Continue Reading
This blog is a follow-up to our recent blog on HMRC’s surprising Changes to VAT and Early Termination Payments. As we noted, HMRC’s updated guidance is proving to be highly controversial. What’s happened? Folks are unhappy because the updated guidance treats contract termination payments (including for breach or withdrawal or under liquidated damages clauses) as … Continue Reading
The Italian Competition Authority (AGCM) has recently launched investigations against global leading providers of cloud computing services. AGCM is concerned that the service providers’ terms & conditions violate Italian consumers’ protection rules. In particular, AGCM alleges that the investigated providers are engaging in unfair business practices consisting of: improper collection of user data for commercial … Continue Reading
For many of us, working from home is the new norm as we deal with the outbreak of Covid-19. While this means that creature comforts are delightfully close, access to printers, scanners or the boss’s wet ink signature may be difficult to come by, leaving some wondering how to properly execute contracts and deeds. In … Continue Reading
Many bodies which are contracting authorities for the purpose of the Public Contracts Regulations 2015 (“PCR 2015”), or equivalent contracting entities under the Utilities Contracts Regulations 2016, the Concession Contracts Regulations 2016 and/or the Defence and Security Public Contracts Regulations 2011, will have a crucial role in responding to the COVID-19 outbreak. This may include … Continue Reading
Usually found towards the end of a commercial contract, a force majeure provision seeks to exclude the liability of one or more parties for events beyond their reasonable control. Often (and mistakenly) overlooked as “standard boilerplate”, the increasingly apparent and potentially extensive impact of the Coronavirus outbreak on global supply chains is likely to bring … Continue Reading
Anyone who negotiates contracts for a living has their own personal war stories of dealing with other parties whose significant negotiating leverage meant they ended up accepting terms which in an ideal world they wouldn’t. But could having the upper hand and using that to extract the best possible deal come back to haunt you? … Continue Reading
The Competition & Markets Authority (CMA) has recently launched its “Small Print, Big Difference” campaign which encourages travel businesses to be upfront and clear with consumer customers. Although the campaign has been launched with a holiday and travel focus (following the CMA’s investigation into online hotel booking websites), and is supported by ABTA, many … Continue Reading
The EU Consumer Rights Directive (the Directive) came into force in 2011 and was implemented in the UK by the Consumer Contracts (Information, Cancellations and Additional Charges) Regulations 2013. Its aim is to protect consumers when shopping ‘away from business premises’, and is often most applicable when shopping online. It sets out minimum information requirements … Continue Reading
In a press release published on February 14th, 2019, the European Commission announced, as part of the Digital Single Market strategy, a draft regulation aimed at creating a fair, transparent and predictable business environment for businesses and traders when using online platforms. The new rules are underpinned by an impact assessment that incorporates evidence and … Continue Reading
Squire Patton Boggs has secured victory for its client in the Court of Appeal in one of the first cases to apply the Supreme Court’s seminal ruling in Wood v Capita on the approach to contractual interpretation. What happened in this case? Squire Patton Boggs acted for Process Components Limited (PCL). KPTL was a company … Continue Reading
Can a consumer successfully challenge an ‘excessive’ cancellation fee under the Consumer Rights Act 2015? The High Court recently answered this question in Casehub Limited v Wolf Cola Limited. In this case, the defendant (W) sold cloud storage solutions to consumers on its standard terms and conditions. It charged customers a £20 per month subscription … Continue Reading
The European Commission has issued a press release announcing that the European Parliament, the Council and the Commission have reached a political agreement to end unjustified geoblocking for consumers wishing to buy products or services online within the EU. Geoblocking occurs when a customer is treated differently based on their nationality, place of residence or location … Continue Reading
In the case of Zayo Group International Limited v Ainger and others, the High Court has adopted a literal interpretation of notice provisions in a commercial agreement. As a result, the court held that the claimant had failed to give proper notice of its warranty claim, and that its claim should be dismissed. The case … Continue Reading
The Criminal Finances Act 2017 (the “Act”) has just come into force in the UK. The Act introduces a new corporate offence of failing to prevent the criminal facilitation of criminal tax evasion. More information on the Act, and this new offence, can be found in this briefing. The Act will have an impact on … Continue Reading
Every now and again, the English courts hand down a judgment which seems to fly in the face of established law. The recent High Court decision in Goodlife Foods Limited v Hall Fire Protection is one such judgment. Hall installed a fire suppression system in Goodlife’s premises. A fire subsequently broke out causing property damage … Continue Reading
On 6 April 2017, new Insolvency Rules came into force which will affect creditors’ rights in most insolvency procedures. More information on the insolvency changes generally are available in this blog post. One of the key changes in the new rules is the abolition in corporate insolvencies of creditors’ meetings. Creditors will no longer be … Continue Reading
The UK Court of Appeal was recently asked to consider the vexed question of exactly when a commercial agreement will be frustrated. A contract will be frustrated when an event occurs after the contract has been made which so fundamentally affects the essence of the contract that it makes it impossible for one or both … Continue Reading
An anti-oral variation clause is drafted into most commercial agreements. Typically, this boilerplate clause will say that any changes to the terms of the contract must be agreed in writing and signed by all of the contracting parties. The objective is to avoid the uncertainty, and potential for disputes, that would arise if the contract … Continue Reading
In Star-Polaris v HHIC-PHIL, the High Court was asked to rule on the meaning of ‘consequential loss’ – a phrase commonly used in exclusion and limitation clauses in commercial contracts. The High Court chose to depart from existing precedent to rule that these words should no longer be given a fixed meaning but the meaning … Continue Reading
Duran Duran’s loss of a recent High Court case emphasises the importance of taking foreign law advice when dealing with IP rights that exist outside the UK. The ruling means that Duran Duran are unable to regain the US copyright for 37 songs, including “Rio”, “Hungry Like a Wolf” and “Is There Something I Should … Continue Reading
