Climate Contract Playbook Edition 3
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22.
Rights of third parties Save for relevant NGOs and the potential beneficiaries of the Conservation Covenants a person who is not a party to this agreement will not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement
Schedule 1 - Net Zero Overage
[Include ‘typical’ overage provisions and drafting.] Add theses additional definitions
1.1
Definitions: New Owner: the new owner of the Development Land or any part of it from time to time. Original Landowner : [Insert name of landowner from the promotion agreement] Original Value : the consideration paid for the Development Land by the New Owner with the benefit of the Climate Positive Planning Permission. NZ Overage Payment : an amount equivalent to [NUMBER %] of the Original Value. New Planning Permission : an outline or detailed planning permission for the whole or part of the Development Land submitted by the New Owner, or on its behalf, which varies or replaces the Climate Positive Planning Permission such that the Development would: (a) not meet the Net Zero Objectives; or (b) have a higher carbon footprint than the development that would have been progressed as part of the Climate Positive Planning Permission.
Trigger Date : the date of submission to the Determining Authority of the New Planning Permission by the New Owner or its agent, developer, promoter or contractor. [DN deliberately brought forward to submission to discourage the action in the first place] 2. Net Zero Overage Payment 2.1 On each occasion that a Trigger Date occurs a NZ Overage Payment shall immediately become due by the New Owner to the Original Landowner. 2.2 The New Owner covenants with the Original Landowner that it shall pay each NZ Overage Payment due under paragraph 2.1 to the Transferor within 10 working days of the Trigger Date. 3. Disposals and restriction 3.1 The New Owner covenants with the Original Landowner not to make any Disposal of the Development Land without the transferee executing a Deed of Covenant. 3.2 The New Owner shall procure that the following restriction is registered on the title to the Development Land: “No disposition of the registered estate by the proprietor of the registered estate, or by the proprietor of any registered charge, is to be registered without a written consent signed by the [Original Landowner]” [DN See notes for Users regarding Land Registry Guide 19]
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