Working with their public interest company client, Bates Wells, the first UK city law firm certified as B Corp and one of the founding members of the Net Zero Lawyers Alliance, has recently adopted a Net Zero clause in the client’s licence agreement. The client is currently developing an entrepreneurship programme, which, once completed, will be licensed to education colleges. The colleges will implement the program into their curricula to allow their students to learn how to develop, fund and run their own businesses.
What do The Chancery Lane Project’s (TCLP) clauses deliver for Bates Wells?
Bates Wells has adopted the following Net Zero clause in their client’s licence agreement for college entrepreneurship programme:
“Each party has publicly acknowledged the climate emergency and shall conduct itself at all times in a manner consistent with the Paris Agreement goal to limit global warming to well below 2, preferably to 1.5 degrees Celsius, compared to pre-industrial levels.”
The concepts in this clause draw on the definitions in TCLP’s:
- Glossary, most notably the definition of Paris Alignment; and
- Clauses, such as Science-Based Targets in Gordon’s Due Diligence Questionnaire.
How did TCLP help Bates Wells get here?
Bates Wells has tailored the TCLP clauses and definitions to the needs of their client when the firm drafted the above clause. The collaborative process in which TCLP’s content is developed has given Bates Wells confidence to rely on the research behind the concepts, as well as the resulting drafting.
What changes have the TCLP clauses made?
Bates Wells expects the client to use the licence agreement with a significant number of colleges. The obligation under the clause is intentionally drafted as strict yet broad to allow the client to tailor it to the capacities of each individual college, while underlining its mandatory nature (“shall” and “at all times”). Given that all the colleges interested in the programme have adopted Net Zero goals, the clause is designed to facilitate their achievement rather than mandate imposition.
What are the key takeaways?
- TCLP clauses and definitions can be adopted in template agreements intended to be used with various parties.
- Making the obligation under climate-conscious clauses strict and broad will allow for it to be tailored to the capacities of each individual party.
- Public interest clients and those with their own net zero targets are particularly receptive to TCLP clauses, which help them align their business with their goals.