Chancery Lane Project (TCLP) The Chancery Lane Project (TCLP) (a collaborative, non-profit network of legal professionals) is developing model climate clauses for incorporation into legal documents to help organisations achieve net zero goals, across a range of sectors and includes green lease provisions in the real estate space. TCLP worked with Irish practitioners to develop a suite of green lease clauses for Irish commercial leases. See the TCLP Irish Precedents: • Ireland—Green Lease Clauses for Irish Commercial Leases: Promoting Co-operation Between Landlords and Tenants Concerning the Environmental Performance of Buildings (Odhran’s Clause) (The Chancery Lane Project) • Ireland—Green Lease Clauses for Irish Commercial Leases: Incorporating Circular Economy and Sustainability Principles into a Service Charge Regime, Landlord’s Regulations and Landlord’s Works (Amélie & Lauri’s Clause (The Chancery Lane Project) • Ireland—Green Lease Clauses for Irish Commercial Leases: Relating to (1) Sustainable and Circular Economy Principles in Repair and Alteration Covenants, (2) Rent Review Assumptions, and (3) Protecting Energy and Sustainability Ratings (Emily and Tom’s clause) (The Chancery Lane Project) TCLP have also developed a number of UK Precedents, see TCLP: Climate-aligned

This Practice Note looks at the principal money laundering offences in Ireland including the applicable penalties and relevant legal framework. This note also refers to the additional offences which affect designated persons and touches on their reporting requirements. In addition, this note highlights the key registration requirements for businesses. Anti-Money Laundering (AML) and Countering the Financing of Terrorism (CFT) is vital for ensuring the security and stability of Ireland’s financial system and economy more generally. Businesses and individuals who are designated persons should have a deep understanding of Ireland's AML/CFT requirements, including registration requirements, to avoid any potential criminal, or regulatory enforcement action. Legal framework This note focuses on the offences and registration requirements under the Criminal Justice (Money Laundering and Terrorist Financing) Act 2010 (Ireland) (CJ(MLTF)A 2010 (IRL)) as amended by: • Criminal Justice Act 2013 (Ireland) • Criminal Justice (Corruption Offences) Act 2018 (Ireland) (CJ(CO)A 2018 (IRL)), and • Criminal Justice (Money Laundering and Terrorist Financing) (Amendment) Act 2021 (Ireland) (CJ(MLTF)(A)A 2021 (IRL)) The CJ(MLTF)A 2010

What is a claim for negligent misstatement? What is a negligent misstatement? It occurs where there is a representation of fact, which is incorrect and made carelessly. Liability may be imposed where this representation is relied upon by another party to their detriment—causing them to suffer injury or loss from acting upon it. As well as the making of positive statements, liability may be imposed for an omission to make a statement when a duty to make one existed. Who can claim? The usual claimant is the person who asked for the information or advice and to whom it was addressed. But in some situations, it is possible for third parties who relied on the misstatement to bring a claim. See below. Types of loss To bring a claim for negligent misstatement, the claimant must have suffered loss as a result of relying on the misstatement. Negligent misstatement can give rise to physical damage or financial/economic loss. Examples of physical damage can include careless advice by an architect as to the safety

This Checklist is designed to highlight issues commonly arising during the negotiation and drafting of a settlement agreement. For guidance on how to negotiate, document and draft a settlement agreement, see: Ireland—Alternative dispute resolution and settlement—overview. For an example draft settlement agreement, see Precedent: Ireland—Settlement agreement—pre-action settlement. Issue Key consideration Content links When to seek settlement? Ensure that settlement is a consideration throughout all stages of a dispute, including pre-action. Ensure this includes consideration of the different options available for settlement, eg direct negotiation and agreement between the parties/their legal advisers (including consideration as to whether a calderbank offer is appropriate) or some form of assisted alternative dispute resolution procedure, such as mediation.Check whether there are any contractual obligations on the parties with regard to settlement, eg the inclusion of a stepped dispute resolution procedure in the contract. —Ireland—Settlement and settling disputes—Ireland—Alternative dispute resolution and settlement—overview Responsibility for negotiating a settlement Who is to be involved in seeking a settlement of the dispute?What role will you take?Who within

Introduction This Practice Note provides a negotiation guide for IT contracts, covering topics relevant to IT services (from support to full outsourcing and anything in between), software licensing and/or hardware purchasing. It sets out key positions across around 30 of the most commonly negotiated issues, and suggests potential compromises and key considerations depending on the scope of the contract, the relative bargaining strengths of the parties, and whether the reader is acting for the customer or supplier. It is intended as a high-level discussion of the issues, prompting the reader to consider what may be needed in the circumstances of any particular deal. Where relevant, specific Practice Notes are also referred to for further information. It is only relevant for business to business (B2B) transactions. For a discussion of the key negotiation issues arising in services agreements more generally, rather than IT contracts specifically, see Practice Note: Ireland—Negotiation guide: services agreements. Contents The following topics are covered: • General service standards • Hardware/software general performance warranties • Compliance with policies • Service levels and service

Introduction This Practice Note provides a negotiation guide for services agreements. It sets out key positions across 25 of the most commonly negotiated issues, and suggests potential compromises and key considerations depending on the scope of the contract, the relative bargaining strengths of the parties, and whether the reader is acting for the customer or supplier. It is intended as a high-level discussion of the issues, prompting the reader to consider what may be needed in the circumstances of any particular deal. Where relevant, specific Practice Notes are also referred to for further information. It is only relevant for business to business transactions. It does not discuss the issues in the context of IT services contracts, although many of the points raised are of similar application. Contents The following topics are covered: • General service standards • Quality/performance warranties (deliverables and ancillary goods) • Compliance with policies • Service levels and service credits • Milestones • Acceptance testing • Supplier relief • Payment obligations • Intellectual property (IP) ownership and licensing • Breach based indemnities • Third-party claim based indemnities

Overview of the tax treatment of benefits and perquisites Definitions and distinction Benefits and perquisites (perks) provided by employers to employees are subject to taxation under Irish law. A perquisite generally denotes something that is money or can be converted into money, while a Benefit-in-Kind (BIK) is typically something that an employee has the use of without owning it. For example, a shopping voucher is a perquisite, whereas the use of a company owned vehicle is a BIK. Most BIK’s (for example, the private use of a company car, free or subsidised accommodation, preferential loans) received from an employer are taxable providing the employee’s total pay (including the value of the benefit) is €1,905 or more in any tax year. Where a director receives such benefits, the benefits are taxable regardless of the level of payment. General valuation rules Where specific valuation rules are not in place with respect to the BIK in question, the general rule for valuing a taxable benefit is to look at the cost to the employer in providing the benefit less any amount

This Precedent is for use where one party is providing information to another on a non-confidential basis. This is intended to cover the situation where a business accepts submissions for ideas for new research or technological development, for example designs, inventions or apps. The recipient business will not want to commit to keeping information in submissions confidential in case this has the effect of restricting its ability to fully exploit similar research or development that it has been carrying on independently. Instead, the onus is on the disclosing party to rely on any intellectual property rights which may subsist, such as patents or design rights, to protect the subject matter of their submission. This letter is drafted from a pro-recipient perspective. The disclosing party should therefore be careful how much information they disclose in this way and ensure that a binding confidentiality agreement is entered into before disclosing commercially sensitive or confidential information that is not in the public domain or any inventions that are not yet protected by patents in particular. Data protection This

This Practice Note explores how non-disclosure agreements and confidentiality provisions are treated under Irish law in the employment context. Most notably, restrictions on non-disclosure agreements in this context were introduced by the Maternity Protection, Employment Equality and Preservation of Certain Records Act 2024 (Ireland) (MPEEPCRA 2024 (IRL)). Introduction Non-disclosure agreements (NDAs) and confidentiality clauses are a common feature of employment relationships in Ireland and elsewhere. They are typically inserted into employment contracts for the purpose of protecting the employer’s sensitive information. NDAs may also arise in other employment contexts such as settlement or compromise agreements, severance agreements and disciplinary or grievance procedures. See further Precedent: Ireland—Compromise agreement and Checklist: Ireland—Issues to consider when drafting a compromise agreement—checklist (employee). The use of NDAs has come under increasing scrutiny in Ireland. In particular, controversy has arisen regarding the use of NDAs in the context of abuse and sexual harassment in the workplace. To combat this, legislation was passed in Ireland in 2024 which restricts the use of NDAs in situations

This Practice Note explains how Irish courts assess claims for non-material damage arising from data protection law infringements and data breaches. For a general introduction to data protection law in Ireland and its key concepts and provisions, see Practice Note: Ireland—Data protection basics. Assessment and treatment by Irish courts of claims for non-material damage following data breaches remains a relevant topic, particularly for companies that handle significant volumes of sensitive customer information. These claims can be particularly problematic for data controllers and processors, since several claims can often be brought for upset or worry following data breaches where there is no material damage. While Irish courts have opined that damages awarded for these claims will in many cases ‘probably be modest’, it can still be challenging for companies to be on the receiving end of such a finding and award, particularly where there is a significant volume of claims. Since

Scope of this Practice Note This note offers practical guidance on the use of Norwich Pharmacal Orders (NPOs), with a particular focus on (i) the criteria which must be satisfied before an NPO will be granted and (ii) the procedural steps involved in applying for NPOs. This note also examines recent and leading case law and highlights anticipated reforms. Norwich pharmacal orders Irish courts may grant an NPO to compel a third party, who has not themselves committed a wrong, to disclose information necessary to identify a wrongdoer known to them. These orders are only granted where there is very clear and compelling proof of wrongdoing as they are mandatory in form and, once made and complied with, are essentially irreversible. This equitable remedy finds its origins in the English case of Norwich Pharmacal Co v Customs and Excise Commissioners. While NPOs do not have a statutory basis in Ireland, the Supreme Court confirmed in 1992 that the High Court has jurisdiction to grant such orders. As NPOs are not governed by statute, practitioners

This Precedent is a notice to an Irish company under Companies Act 2014 (Ireland), s 152(3) from a former director or secretary, where the company has failed to notify the Companies Registration Office that the person has ceased to be a director or secretary. The notice requests that the company make the required notification and sets out the action that the former director or secretary will take if the company fails to comply with the notice within 21 days after service of the notice. [insert