2/27/24, 1:00 PM The Impact of Brexit on Commercial Contracts

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The Impact of Brexit on

Commercial Contracts
Articles

While Brexit terms are still being discussed, law firms should
prepare for the aftermath with a proactive approach and
diligent planning

While Brexit terms are

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still being discussed,
law firms should
prepare for the
aftermath with a Got any questions about our
CLM solution? I'd be happy to
proactive approach
help.
and diligent planning.
A vital part of this Articles
should include Contract Management Trends in 2024:
impact assessments AI, Ecosystems & More

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2/27/24, 1:00 PM The Impact of Brexit on Commercial Contracts

for commercial
contracts.Product  Solutions  Resources  About Us  Custom

In this current state of

uncertainty, it can
seem like there are an
endless amount of Articles
risks to consider. The Contract Management in Salesforce:
How Does it Work?
best practice,
therefore, should be to
begin contingency
planning as soon as
possible.
Understanding the
exact obligations for
Downloads
all contracts is crucial
AI & CLM: The Complete Guide
to assess the impact
of Brexit and formulate
any risk mitigation
strategies.

In this article, we
examine the main
contractual terms that
could be affected by
Brexit; exploring how
legal tech will help
with the transition.

References
to EU
Legislation
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Any contract where

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parties have  Solutions  Resources  About Us  Custom

warrantied
compliance with EU
rules could prove
problematic.
Theoretically, most EU
legislation is likely to
cease in the UK.

At the time of writing,

UK laws that were
originally introduced
for EU legislation
compliance will be
maintained. However,
problems with this
could still arise in
specific sectors. This
includes Financial
Services: an industry
heavily regulated at
the EU level.

To restrict these initial

issues, Parliament
passed the UK
Withdrawal Act 2018
(the ‘Great Repeal
Bill’), which converts
any existing EU
legislation into
domestic law
‘wherever practicable’.
This Act ensures some
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2/27/24, 1:00 PM The Impact of Brexit on Commercial Contracts

initial post-Brexit
Product
continuity in the  Solutions  Resources  About Us  Custom

operation of
commercial contracts
containing EU
legislation references.
Any such obligations
will continue to
operate in the same
way under domestic
law.

However, uncertainties
may still arise in
circumstances where
any converted EU law
references a non-UK
authority as an arbiter
of the rules
established in the
contract.
Responsibilities could
be adopted by the
equivalent entity in
the UK, but this is not
always practicable or
possible.

It is also worth noting

that any EU legislation
adopted under the UK
Withdrawal Act is likely
to be amended post-
Brexit.

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2/27/24, 1:00 PM The Impact of Brexit on Commercial Contracts

Territorial Product  Solutions  Resources  About Us  Custom

Restrictions
Many types of
commercial contracts
(including Service
Agreements,
Distribution
Agreements or License
Agreements) are likely
to contain specific
territorial restrictions.
Unless expressly
mentioned, the UK
may not be included.

Additionally, any
reference to ‘the EU’ or
‘the member states
from time to time’ will
no longer cover the
UK. Therefore, the
rights and obligations
of one party may be
different from when
the contract was
drafted.

It could even mean

that the parties no
longer feel that the
contract is
economically viable or
produces a desirable
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2/27/24, 1:00 PM The Impact of Brexit on Commercial Contracts

outcome. In this
Product
circumstance,  Solutions
parties  Resources  About Us  Custom

should review their

definitions and
determine whether
Brexit fits within the
parameters of their
Force Majeure clauses.

Ultimately, any post-

Brexit interpretation of
territorial restrictions
will be based on the
construction of the
agreement. However,
businesses can avoid
this uncertainty by
reviewing their
contracts
now, to understand
their position better.

Preparing
For Brexit
It is vital to know
exactly what your
commercial contracts
contain to ensure you
are in the best
position after Brexit.
However, with
potentially hundreds

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or thousands of
Product
documents,  Solutions
reviewing  Resources  About Us  Custom

each one manually

can be an incredibly
time-consuming and
costly exercise.

Using Summize, you

can bypass this
problem. Using
industry-leading
technology, Summize
will read any contract
and provide a
summary in an
interactive format.

We understand the
difficulties of
searching individually
through vast amounts
of complex contracts
for specific
information. Therefore,
our ‘Clause Builder’
function allows you to
search through all of
your contracts at once
for customisable
contract terms.

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About the author

Sam Blewitt
Sam is a Legal Counsel and worked alongside the Sales Team to drive
revenue while at Summize. Outside of work, he is Head of Grassroots
for BSN North.

Read more about the author

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Contract resources

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