This Practice Note on professional negligence claims provides practical guidance and tips for bringing a professional negligence claim. It covers immediate considerations from identifying the duty and the alleged breach, the loss and remedy sought, including causation, quantum and duties to mitigate. It also considers limitation of actions, settlement ADR and enforcement, the role of insurers in a professional negligence claim, starting the claim, disclosure and evidence and cross-border considerations. The main grounds for a claim concerning professional liability in Ireland are breach of contract, negligence and breach of fiduciary duty. Scope of this Practice Note This Practice Note provides practical guidance and tips on bringing a professional negligence claim. It covers immediate considerations from identifying the duty (contractual, tortious, fiduciary or a combination thereof) and the alleged breach, the loss and remedy sought, causation, quantum and duty to mitigate, professional negligence claims, limitation, issuing and pleading the claim, evidential issues including discovery and use of experts, as well as practical matters such as alternative dispute resolution (ADR). There

This is a template statutory declaration confirming in line with the requirements of the Statutory Declarations Act 1938 (Ireland). STATUTORY DECLARATION           of [insert name] Statutory declaration Two options are provided. Adapt to reflect whether the statutory declaration is being provided by private individual(s) or on behalf of a company. [I, [insert name], of [address] aged eighteen years and upwards do solemnly and sincerely declare as follows: OR I, [insert name of company director], Company Director of [insert name and CRO number of company] (the Company) having its registered office at [insert

This Precedent sets out a form of resignation letter from the statutory auditor(s) of a company where there are circumstances which the statutory auditors consider should be brought to the attention of the members or creditors of the company. A statutory auditor of a company may resign their office by sending a notice to that effect to the company. An effective notice of resignation operates to bring the auditor’s term of office to an end as of the date on which the notice is received or on such later date as may be specified in it. The notice of resignation will not be effective unless it contains a statement that either: —there are no circumstances connected to the resignation which it believes should be brought to the attention of the members or creditors of the company, or —setting out the circumstances connected to the resignation which it believes should be brought to the attention of the members or creditors of the company. The [Directors OR Company Secretary] [Insert

This Precedent sets out a form of resignation letter from the statutory auditor(s) of a company. A statutory auditor of a company may resign their office by sending a notice to that effect to the company. An effective notice of resignation operates to bring the auditor’s term of office to an end as of the date on which the notice is received or on such later date as may be specified in it. The notice of resignation will not be effective

This Precedent sets out standard wording for the agreement of statutory auditors of a private company limited by shares to agree to short notice of a general meeting. For details on the notice periods required for general meetings for private companies limited by shares, see Precedent: Ireland—Notice of an extraordinary general meeting of a private limited company. Company number: [insert number] [insert company name] Limited (the Company) Agreement of Statutory auditors to short notice of a general meeting Calling a meeting on short notice A general meeting may be

This precedent is for use where a vendor is selling a leasehold interest or an interest held under an existing fee farm grant, a rent has been reserved, a receipt for the last payment of rent is not available, and the vendor is asked to provide evidence that no rent has been demanded and that there are no known breaches of the relevant covenants or conditions. This is a template statutory declaration that will satisfy the requirements of Requisition 33.7 of the Requisitions on Title 2019 (Revised March 2025 Edition) and confirms the following: • no rent has been demanded for the required period (six years for a lease or 12 years for a fee farm grant) or where the property has not been owned for the required period from the date of the vendor’s acquisition • no notices have been served on or received by the vendor in respect of the lease or fee farm grant, and • there have been no breaches of covenants and conditions reserved on the lessee’s part (or grantee’s part) The declaration

This is a template statutory declaration confirming whether any statutory planning notices have been served, or other planning enforcement action taken, in respect of a property during a specified period of time. It also confirms whether any development works have been carried out at the property, with or without planning permission, during the said period. The specified period is usually the period of time for which the person or company signing the declaration has owned the property. The declaration is usually signed by an individual or company director having direct knowledge of the property for the specified period, who can confirm the facts stated are true and accurate. The declaration is most often used in the context of the sale of a property, to make the purchaser aware of any planning or planning enforcement issues. The declaration should be adapted to the specific facts and planning history of the subject property. If the contract for sale is subject to General Condition 32 (unamended) of the Law Society’s ‘Conditions of Sale 2023’, then it is not

This Practice Note examines the statutory minimum period of notice required to terminate the contract of employment (notice given by employer or employee). The Minimum Notice and Terms of Employment Act 1973 (Ireland) (MNTEA 1973 (IRL)) provides for a statutory minimum period of notice that must be given to bring a contract of employment to an end, except where one of the parties is entitled to terminate without notice due to the misconduct of the other party. As the right is in relation to a contract of employment only, the right to statutory minimum notice applies only in relation to employees (not somebody working under a contract for service) who have been in continuous employment for at least 13 weeks including apprentices. A contract of employment may set out the notice that an employee is entitled to, however, the law sets out a minimum entitlement for employees, depending on the length of the employment. If the statutory minimum period of notice differs from the contractual notice, the employee is entitled to whichever is the greater. The

This Practice Note describes the structure and form of a business-to-business commercial contract or agreement. It outlines the form which commercial agreements generally take and explains what information should be included in the contract document, including in the parties, background (or recitals), main body, schedules and attestation sections. Form of commercial contracts How a contract is formed A contract is a legally binding agreement that grants rights and creates duties between two or more parties. Contract law principles provide that for a contract to exist, four key elements must be present: • offer • acceptance • consideration • an intention to create legal relations For more information, see Practice Notes: • Ireland—Contract law essentials • Ireland—Contracts—formation and interpretation Simple contracts v deeds Simple contracts may be created orally, by conduct or in writing. Certain types of simple contracts, however, must be created in writing. For details, see Practice Note: Ireland—Executing simple contracts and deeds. Some agreements require greater formality and must be executed by deed, for example, a legal estate

This Precedent sub-contract agreement (also referred to as a back to back agreement) is for use where a contractor party under a main or prime contract wishes to sub-contract some or all of its obligations to a sub-contractor. It is suitable for use as a sub-contract for a commercial transaction for the supply of goods and services, or other generic commercial activities. It is not suitable for use as a sub-contract for a construction sub-contract. The Precedent places an obligation on the sub-contractor to comply with the provisions of the main contract and allows for progress reports and ownership of intellectual property and clarifies the liabilities that each of the main contractor and sub-contractor bears. It assumes that obligations under the sub-contract agreement are back to back with the obligations under the main contract. Other precedent agreements This sub-contract is not suitable for construction sub-contracts. Structure of this Precedent This sub-contract agreement is written with a main contractor bias. It comprises: • main body—which sets out the general contractual relationship between the main contractor and the sub-contractor including the following clauses:

Initial matters • Check that the parties named in the contract are correct. If there is more than one company in a corporate group, check that the company entering into the contract is the appropriate group entity • Check whether sub-contracting under the main contract is permissible, or whether any consents are required • Consider whether due diligence on the sub-contractor will be required • Has the customer prescribed a form of sub-contract, or prescribed a form for certain elements of the sub-contract (such as policies and procedures, or non-disclosure agreements)? • Consider whether a guarantee from a third party will be required to cover the sub-contractor’s obligations under the sub-contract • Are there any conditions precedent to the sub-contract taking effect? Flow-down provisions Identify which terms from the main contract should flow-down into the sub-contract. The more the main contractor can ‘back-to-back’ its liability and obligations under the main contract against the sub-contract in respect of the sub-contracted work, the less potential there is for a performance gap between what the main contractor is required

The prime/subcontractor model In order to provide a full range of IT services to their customers, technology service providers may need to appoint other specialist suppliers to supplement their service offering. In this situation, the service provider is often referred to as the prime contractor and any additional suppliers that are appointed by the prime contractor to provide a part of the contracted-for services are known as subcontractors. With a prime/subcontractor model, the prime contractor has contractual, financial and operational responsibility for the provision of the services to the customer under its agreement with the customer (the prime contract) regardless of whether the services are performed by the prime contractor or by a subcontractor. This means that where the act or omission of a subcontractor results in a contract breach and damages result, the customer will be entitled (subject to applicable contract terms) to bring a contractual claim against the prime contractor for the damages