PROFIT A PRENDRE

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A Profit a Prendre is an interest in land and gives a person the right to enter another’s land and take something from the land such as crops, timber, pasture, fish, game or minerals. The thing taken must be part of the land and be capable of being owned. A Profit cannot include water.

In other words, Profits a Prendre are usually rights to take from another person’s land something on the land itself or the wild animals existing on it that is the property of the landowner.

Examples of Profit a Prendre include rights to:

  • graze stock
  • plant and harvest crops
  • quarry stone, sand or gravel, or
  • take timber

A Profit can be Appurtenant or in Gross. An Appurtenant Profit can only be used by the owner of the adjacent property. It does not exist in its own right and is annexed to the ownership of other land. Conversely, a Profit in Gross is an interest in land that can be bought and sold separately from the ownership of the land itself. It exists in its own right and can be sold, purchased, assigned or otherwise transferred by its owner separately from the land over which the right arises (it exists independently of land).

A Profit a Prendre in Gross may be created by:

  • Deed of Grant
  • Common Law Prescription, or
  • Under the Doctrine of Lost Modern Grant (which presupposes a grant that cannot now be produced).

Please note that a Profit a Prendre in Gross cannot be acquired under the provisions of the Prescription Act 1832.

Prior to the LRA 2002, Profits a Prendre in Gross were not capable of registration separately from land. However, since 13 October 2003 a Profit a Prendre in Gross can be registered with its own title.

To be capable of registration under its own title, a Profit a Prendre in Gross must:

  • exist in its own right and not be annexed to the ownership of other land
  • be held in fee simple or for a term of years with more than seven years unexpired
  • be granted by deed, acquired by prescription at common law or acquired under the doctrine of lost modern grant
  • be in respect of something which is capable of ownership (it cannot be in respect of water as water is not owned by anyone)

The Legal Stop is a straightforward online business using information technology for the public good. We offer a wide range of downloadable contract templates and online legal services to businesses, start-ups, and individuals. In our portfolio of document templates we also have a Deed of Grant – Profit a Prendre in Gross to be used in order to grant the following rights:

  • profit of estovers
  • profit of pasturage
  • profit of turbary
  • profit to mow and take grass and hay
  • profit in gross of venery (including birds)
  • profit of piscary
  • profit in gross to sow, harvest and take arable crops

 

 

Distribution Agreements

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A Distribution Agreement is a legal contract between a Supplier (generally a manufacturer) that supplies goods and/or services to another party, the Distributor, for resale in a specified territory. Basically, the Supplier wishes to have its products distributed and the Distributor’s role is to develop the largest possible market for a product through distribution, sales and marketing activities.

A well written Distribution Agreement regulates the relationship between the parties; it should be comprehensive and balanced in that it sets out the rights and obligations of the parties and protects the interests of both parties.

Distribution Agreements may be exclusive or non-exclusive. In an exclusive distribution agreement the distributor will be the only person permitted to distribute the products/services in the territory. Conversely, in a non-exclusive distribution agreement the distributor might be one of several distributors in the same territory.

Distribution Agreements must be carefully drafted to take into account what the parties are trying to achieve and the implications of competition law and other regulations that can have severe penalties.

Key elements to be considered include:

  • The territory covered
  • Non-exclusivity or exclusivity
  • Non-compete obligations
  • Responsibilities of the parties in terms of promoting, selling and distributing the products/services
  • Intellectual property
  • Terms and conditions of sale
  • Confidential information
  • Circumstances in which the agreement may be terminated
  • Consequences of termination

Please note that you can give a distributor exclusive rights to a particular territory, however, under competition law you may not be able to give the distributor exclusive rights and at the same time prevent the distributor from selling competing products.

You can stop a distributor selling competing products provided you do not have ‘selective distribution’ or have a market share of over 30%. However, the restriction on selling competing products must not be indefinite or last more than five years.

You have ‘selective distribution’ if you deliberately limit the number of distributors, or require distributors to meet particular qualifying criteria. ‘Selective distribution’ has implications under competition law. In particular, it is illegal to prevent selective distributors from selling competing products.

You can stop a distributor selling outside the territory if your share of the market on which it supplies the relevant goods or services does not exceed 30%.  If you have a market share of over 30% then you cannot.

Furthermore, a distribution agreement cannot restrict passive sales i.e. if a customer approaches the distributor then the distributor should be free to sell to that customer even if it is outside the territory.

Finally, please note that you cannot control the prices a distributor charges their customers for the products/services as it would be a breach of competition law.

The Legal Stop provides several services including fixed fee legal document drafting where you will be able to obtain a distribution agreement specifically tailored to meet your needs. In addition we also offer downloadable distribution agreement templates, our templates are:

Our distribution agreement templates are suitable for use in the UK or abroad where the parties to the agreement are individuals or businesses, and can be used for sale and promotion of goods and/or services. They are flexible and can be adapted to suit specific needs of the parties.

The templates are intended to satisfy the requirements of the EU and UK competition law rules affecting “vertical restraints”. They are drafted on the assumption that the supplier’s share of the market on which it supplies the relevant goods or services does not exceed 30%; the purchaser’s share of the market on which it buys those goods or services does not exceed 30%, and the distributor does not compete with the supplier in the production or manufacture of the products covered by the distribution agreement.

The Legal Stop is a straightforward online business using information technology for the public good. We aim to make the provision of legal services accessible and transparent for people and businesses alike.

We provide affordable and transparent diverse online legal services on a fixed fee basis. Our services include: