Docklands Solicitor

Latest legal news from Docklands Solicitors, Kaslers Solicitors LLP.

Friday, 28 January 2011


Commercial property and anti-competitive restrictions

Commercial property and anti-competitive restrictions

From 06/04/2011 restrictions in commercial leases can be attacked as being anti-competitive and held to be unenforceable

Only if all four of the following conditions apply, will the restriction be enforceable, namely if the agreement contributes to improving production, distribution, or to promoting economic progress; allows consumers a fair share of the resulting benefits; it does not impose restrictions other than "indispensable" one; it will not eliminate competition

The classic example are shopping centre restrictions to protect monopoly by one business e.g. "the landlord covenants not to let any further retail unit for use as…"


Tuesday, 25 January 2011


Damages for breach of commercial contracts

Any well drawn contract should contemplate a breach by a party and attempt to quantify the loss that should follow. The difficulty is in making sure that the calculation of the loss amounts to a genuine pre-estimate (enforceable) rather than a penalty (unenforceable)

The particular facts will be all-important. However, the parties should put down in writing why they think the final figure/method of calculation is fairer than possible alternative figures calculated in other ways and make sure that the party in breach does not suffer more than agreed e.g. by providing that any monies paid in excess of the genuine pre-estimate refunded


Saturday, 22 January 2011


Warranties on buying a company

Buyers need to take a warranty that the year-end accounts show a true and fair view of the assets and liabilities of the company; a further warranty that the management accounts since the last year-end accounts fairly reflect the financial position and are not materially misleading and, most importantly, that the company liabilities do not exceed a certain amount

The Warranties should be absolute and not be "So far as the Seller is aware…"

In a 2010 case, a supplier had rendered late invoices after completion of the sale of the company in respect of charges arising before sale. It was held that the company did not know about that liability nor could it reasonably have discovered it. The two accounts warranties did not protect the buyer. He should have insisted upon the liability warranty as well


Thursday, 20 January 2011


Entrepreneurs relief.

The lifetime limit is now £5 million and capital gains up to that amount taxed at 10% if you are selling shares, you will need to hold 5% or more and be a director or employee for at least 12 months prior to the sale of shares


Monday, 17 January 2011


Heads of loss and exclusion of liability clauses

When a contract goes wrong, someone will be claiming damages and will identify various heads of loss. The other person will be looking at the exclusion of liability clause to say that the parties agree that those heads of loss should not be payable

It is best to set out 2 lists – those types of losses for which there should be recovery and those for which there should not

Much will depend upon the type of contract – is it one of the sale of goods or services or both, but consider the cost of replacement equipment from elsewhere; the cost of ruined product/raw material; the cost of lost production while matters are being put right; the cost of fulfilling onward contracts; the cost of making expiration compensation payments to unhappy customers; future loss of profits; future loss of revenues; indirect damages; consequential damages; punitive damages


Friday, 14 January 2011


Commercial contracts

Proper Preparation Prevents Pathetically Poor Performance

In any large project, it is important to plan out exactly what needs to be done at every stage.  Yet another case has come before the court were both sides were alleging that the other was responsible for the contract going wrong.  It was for the design and information of a new computer system.

The system was not planned out in advance and the project started with the client still having to make some major decisions about how it should be developed.  The client did not make those decisions promptly and indeed, changed its mind on occasion.  The court described that conduct as a breach of contract but that it was not sufficiently serious to amount to a repudiatory breach-of-contract.

On the other hand, the contractor is indicated by their words and actions that they were completely fed up and wanted to get out of the contract.  The court held that the contractor had committed a repudiatory breach-of-contract for which they should pay damages

For whatever reasons, the client decided not to upgrade their computer system but to modify their old one.  The contractor had to pay for that, less the cost of the new system as finally agreed after all the variations.  The court awarded well over £1 million


Thursday, 13 January 2011


Ex-Countryfile presenter Miriam O'Reilly has won a landmark employment tribunal claim against the BBC on the grounds of age discrimination.

The tribunal held that the 53-year-old had been discriminated against on the grounds of her age (unfairly dropped from the show) when it was moved to a primetime slot.

For help and advice on employment issues contact Selwan 020 7712 1751 or mobile : 07795 821803 or via email:


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Call Michael Breeze on 07900 195 195 or call 0845 270 2511 to if you need legal advise about any of these issues

Kaslers Solicitors LLP is a limited liability partnership registered in England under LLP no. OC310653; authorised and regulated by the Solicitors Regulation Authority under reg no 408936; governed by professional rules set out in the Code of Conduct click here to visit and has its registered office / main trading address at Suite 3, 10 Churchill Square, Kings Hill, West Malling, Kent ME19 4YU - tel: +44 (0)845 270 2511; fax: +44 (0)845 270 2513; DX 92863 West Malling.
The LLP Members are Michael D Breeze LL.B (Hons) (SRA reg no 110184) and Simon McCree Scott LL.B (Hons) (SRA reg no 298202).