About the role
This is a remote position.
We are looking for a practical, business-minded Legal Counsel to support day-to-day commercial contracts, corporate governance, M&A integration, and legal risk management across Embrace and its subsidiaries. Documents requiring review will come from business operations, finance, HR, sales/procurement, and other departments across the group. This is a hands-on role: until the company reaches its next stage and the team expands, the Legal Counsel should expect to handle related administrative coordination, including document intake, tracking, follow-up, and records organization.
* Provide practical legal support for commercial contracts and business matters across multiple subsidiaries. * Help business teams identify and manage legal, operational, financial, and compliance risks. * Coordinate with outside counsel for specialized matters, including employment, IP, privacy, litigation, and complex M&A issues. * Use technology, including AI-enabled tools, to improve contract review, document management, and workflow efficiency.
Key Responsibilities
Commercial Contracts * Review, draft, revise, and negotiate SaaS, software license, professional services, NDA, reseller/channel, vendor, amendment, and renewal agreements. * Identify key legal and business risks, including liability caps, indemnities, data/security obligations, IP, payment terms, termination, assignment, and governing law. * Advise business, finance, sales, procurement, and operations teams on contract positions and practical fallback language. * Maintain and improve standard contract templates, clause language, approval rules, and contract review playbooks.
Corporate Governance and Entity Management * Support corporate governance and entity management for Embrace and its subsidiaries. * Prepare and maintain resolutions, consents, officer/director records, organizational documents, and corporate records. * Coordinate annual filings, business registrations, entity qualifications, and other corporate compliance matters. * Work with internal teams and outside counsel to maintain accurate subsidiary records across jurisdictions.
M&A and Integration Support * Support acquisitions and strategic transactions through legal due diligence, document review, contract summaries, and issue tracking. * Review target company contracts for assignment, change-of-control, consent, termination, exclusivity, liability, IP, and compliance issues. * Support post-closing integration, including contract assignments, entity updates, IP records, and governance cleanup. * Coordinate with finance, operations, HR, executive leadership, and outside counsel during diligence and integration.
IP, Insurance, and Risk Management * Coordinate with outside IP counsel on trademark, copyright, domain, assignment, renewal, and maintenance matters. * Maintain internal IP records, including registrations, applications, licenses, assignments, and ownership changes. * Support annual insurance renewals and review customer/vendor insurance requirements with finance, brokers, and business teams. * Advise on contract risk allocation, including indemnity, limitation of liability, insurance obligations, and related provisions.
HR, Compliance, and Special Projects * Support HR and management on employment-related documentation and risk-management matters, with outside employment counsel for higher-risk issues. * Review confidentiality, contractor, and other standard employment-related agreements as needed. * Support RFPs, RFIs, procurement questionnaires, customer compliance requests, and regulatory response activities. * Research legal, regulatory, operational, and compliance issues and provide practical business-oriented recommendations.
AI-Enabled Contract and Document Management * Use AI-enabled tools, including a group-wide contract/document management system currently under evaluation, to improve efficiency and consistency. * Help organize, classify, and manage contract documents submitted by business operations, finance, HR, sales/procurement, and other departments. * Use AI-assisted review outputs responsibly, validating key legal conclusions before relying on them or sharing them externally. * Help develop practical workflows for contract intake, review, approval, storage, search, and renewal tracking across the group.
Requirements
Required Qualifications * Qualified lawyer in good standing in a Canadian province. * Approximately 5–7 years of relevant legal experience. * Experience reviewing, drafting, and negotiating commercial contracts. * Strong understanding of SaaS, software, technology, or commercial services agreements. * Practical business judgment and ability to balance legal risk with commercial priorities. * Strong written and verbal communication skills, with ability to explain legal risks in plain English. * Highly organized and comfortable managing multiple matters across multiple subsidiaries. * Ability to work independently in a remote-first, fast-paced environment. * Comfort coordinating with outside counsel and cross-functional business teams. * Familiarity with AI-enabled tools, or a demonstrated willingness to use AI to improve contract review, document management, and workflow efficiency.
Preferred Qualifications * Prior in-house legal experience, especially in software, SaaS, technology, or private equity-backed businesses. * Experience with M&A due diligence and post-acquisition integration. * Familiarity with corporate governance, subsidiary management, and legal entity administration. * Experience supporting privacy, cybersecurity, IP, employment, insurance, or procurement-related matters. * Experience working with U.S. parent companies, Canadian subsidiaries, or international corporate structures. * Experience using or implementing AI, CLM, contract repository, document management, or workflow automation tools.
Ideal Candidate Profile * Commercially practical and comfortable working directly with business teams. * Organized, detail-oriented, and capable of managing contract and governance matters across many subsidiaries. * Hands-on and willing to manage practical administrative coordination while helping build scalable legal processes as the company grows. * Thoughtful about risk, but focused on enabling the business with clear recommendations.
Location and Work Environment * Canada remote role. * Works closely with business operations, finance, HR, sales/procurement, executive leadership, and outside counsel. * Expected to support multiple subsidiaries and business units across different jurisdictions. * Remote-first environment requiring strong ownership, responsiveness, and documentation discipline.
Benefits
* Competitive salary commensurate with experience. * Opportunities for career advancement and professional development. * Experience collaborating with a diverse, global team. * Comprehensive Health Benefits to support your wellbeing and peace of mind.
Originally posted on Himalayas