- Legal Issues Faced by Ontario Chiropractors Today (PDF)
- Why you need a Lawyer
- Selecting a Practice lawyer
- Initial Consultation
- Lawyer fees
It is strongly recommended that you do not sign an agreement dealing with a significant matter in your practice until you have had a lawyer review it and explain the legal implications to you. The importance of the recommendation cannot be overstated.
Often, agreements that are presented to you by an individual or company are one-sided. For example, a landlord will often give you their “standard” lease agreement. Such agreements likely do not take your best interests into account. Therefore, a lawyer should be retained to explain the terms of the agreement to you before you sign it. You do not have to accept the terms in a landlord’s “standard” lease agreement. There is no such thing as a “standard” agreement, and every agreement should be tailored to meet the specific needs of your business and your situation.
You should hire a lawyer to:
- Analyze any agreements or documents and explain to you their implications (i.e. your obligations, your rights) before you sign.
- Explain to you what terms are missing in an agreement or document you are asked to sign and to recommend particular changes to that document so that the terms are more favourable to you.
- Negotiate with other people, such as the landlord or a seller of a practice, to make certain important changes to the terms of agreements (e.g., an offer to lease or a lease) before you sign them so they are more favourable to you.
- Write the terms of any legal contracts for your practice, such as an employment agreement or non-competition agreement for your staff members and associates.
- Write the purchase and sale agreement (and related documents) and perform certain legal due diligence searches against the vendor (seller) or a practice, if you are planning to purchase a practice from an established practitioner.
To protect yourself, you should ensure that every promise the other party makes to you is put into the written agreement.
A business lawyer can assist you with your practice’s legal needs relating to:
- Lease of office space
- Purchase of an existing practice
- Start-up of your practice
- Associate agreements
- Transfer of patient records
- Non-competition agreements
- Non-solicitation agreements
- Partnership agreements
- Cost-sharing agreements
- Employment matters
- Equipment purchases/leases
- Financing documents such as loan agreements
- General security agreements and also guarantees
- Registration of a business name for your practice
- Supplier contracts
- Requirements under the legislation and regulations governing your particular profession
You may believe it is too expensive to hire a lawyer. However, practitioners have often found that it is much cheaper to deal with and prevent a serious legal problem before it starts, than to attempt to resolve it after it has occurred.
Too often people sign agreements without fully understanding their obligations and rights under the agreement. If problems subsequently develop, they erroneously believe that a lawyer will magically be able to get them out of a difficult situation.
It is important that you find a lawyer who has experience dealing with the kind of legal issues you will face in your practice, and who generally understands the nature of your industry.
It is recommended that you seek a lawyer who does not have a general practice, but rather one who has experience specifically in dealing with business law or what is often referred to as corporate/commercial Law.
You should find a lawyer who will explain the law and the options available to you and who will allow you to make the decision as to which option to pursue.
You should make a business decision by considering the legal issues as well as the business issues, including the expense and time involved.
Make sure your legal decisions are made in context with the business decisions. For instance, in a particular situation, the law may be on your side, but it may not be in your best interest to sue someone to enforce your legal rights if the cost involved would detrimentally affect your business.
The primary goal for you is to find a business lawyer in whom you have confidence and with whom you can speak openly. There are several ways that you can find the right lawyer for you:
- Speak to your classmates, colleagues or friends to get a reference about their lawyer.
- Read the advertisements in your professional magazines to see if any lawyers are advertising.
- Attend the annual professional conventions and speak with any lawyers who are presenting at the convention or who are exhibiting their services at the convention.
- Speak with your accountant or your banker because they may have a lawyer they are comfortable with and have had experience dealing with.
- Call the Lawyer Referral Service offered by the Law Society of Upper Canada and ask for names of business lawyers.
- Look in the yellow pages of the telephone book under “lawyers.”
- Research on the Internet for a lawyer in your area. Often times the lawyer will have articles of interest on his website giving you preliminary information about a topic.
Speak with a few lawyers, either in person or over the telephone prior to retaining one. Many lawyers are willing to offer an initial consultation (for free or for a small fee) so that you can discuss with them facts of your situation and also to see if you feel comfortable with him/her.
At the initial consultation you should bring all of your relevant documents. Prepare a list of all the specific questions you want to ask the lawyer, including the following:
- How much do you charge per hour?
- Can you give me an estimate of how much your services will cost?
- Do you require a retainer? (A retainer is an initial deposit that most lawyers request before beginning any work for a client.)
- How quickly can you deal with my matter?
- Is there anything that I can do to keep my cost down?
- Have you had experience dealing with the types of issues my situation involves?
- How will you keep in touch with me?
- What services does my estimated fee cover? (For example, will you do the negotiation(s) for me?)
Many people seriously underestimate the amount of work, costs and time required to complete a legal matter.
If you are not satisfied with the lawyer during your initial consultation, don’t feel obligated to retain him or her — keep looking.
Don’t expect to get free legal advice at your initial consultation. Most lawyers are reluctant to provide legal advice unless they have been professionally retained and have had an opportunity to assess the facts of your situation and review the relevant legislation.
The initial consultation will:
- Allow you and the lawyer to meet each other and determine whether you each feel comfortable working with one another.
- Enable the lawyer to obtain facts about your case and explain in general terms what assistance can be provided.
- Present the opportunity for you to explain your objectives in relation to the matter at hand.
- Provide the opportunity to determine if the lawyer takes a preventative approach to protect her client’s legal interests.
- Identify the manner and degree to which the lawyer will keep you informed of your matter’s progress.
- Determine if the lawyer will be willing to let you conduct negotiations with your landlord, associate or the individual who is involved in your legal matter, so as to cut down on legal fees.
Some key criteria to consider when selecting a lawyer:
- Do not look at the lowest fee estimate
- Quality of work or level of service
The lawyer that gives you the lowest price may not be getting around to your matter for another couple of weeks. If you want a matter done on an urgent basis a lawyer may charge you a higher fee. Too often people wait until the last minute to retain a lawyer and too often seriously underestimate the amount of time a lawyer requires to complete a legal matter. Consult a lawyer as early as possible.
Lawyers have various ways of setting their fees depending on the type of legal service they are providing their clients. A lawyer may charge a fixed fee for specific tasks, such as preparing an associate agreement. However, a lawyer will often be unable to provide you with a fixed estimate because the amount of time needed to spend on a particular matter is unknown at the outset. For example, there may be a lot of negotiation required with another individual, such as the landlord.
Generally, most lawyers charge their clients an hourly rate. These rates vary from lawyer to lawyer. These charges could include:
- Discussing your legal matter with you
- Responding to your telephone calls
- Conducting research
- Writing agreements and letters
- Preparing documents and negotiating with lawyers who represent the landlords, associates, principal practitioners etc.
It is very difficult for a lawyer to predict how much it will cost to complete your matter. Many factors can affect the cost of the legal services, such as:
- Amount of negotiation required
Your lawyer should keep you apprised of the amount of work s/he has done and advise you if any circumstances have changed. For instance, there may be changes to the initial estimate given to you.
Lawyer’s invoices consist of two components:
- Legal fees
- Fees for providing professional services such as providing legal advice, writing, analyzing and explaining documents
- Out-of-pocket expenses such as government search fees, government filing fees, courier charges, long distance charges
It is important to ask the lawyer up front about the estimate for both legal fees and disbursements. Some lawyers will attempt to gain your business by discussing an estimate for the legal fees portion without adequately explaining whether disbursements are included. In such cases, the service actually ends up costing you more than originally anticipated.
Once you have retained a lawyer’s services do not expect the work to be completed right away. Sometimes your situation may involve complicated legal issues that you have not anticipated; protracted negotiations with a reluctant or un-cooperative third party; or extensive legal research if your matter involves areas of the law for which there are no immediate clear answers.