Legal Counsel, Commercial & Corporate
# Legal Counsel, Commercial & Corporate **Embrace Software Inc** · United States · `Remote` · `Full Time` 💼 **Уровень роли:** `Mid-level` 🕒 **Статус:** *Опубликовано: сегодня* · *Источник: Himalayas (JSON API)* --- ### Top Skills & Match 🎯 **Ключевой стек роли:** `[Legal-Counsel]` `[Corporate-Law]` `[Commercial-Law]` `[In-House-Legal-Counsel]` `[Contract-Management]` `[Commercial-Legal-Counsel]` `[Commercial-Law-Counsel]` `[Corporate-Legal-Counsel]` `[Commercial-Counsel]` --- ### 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
- Legal-Counsel
- Corporate-Law
- Commercial-Law
- In-House-Legal-Counsel
- Contract-Management
- Commercial-Legal-Counsel
- Commercial-Law-Counsel
- Corporate-Legal-Counsel
- Commercial-Counsel
Наблюдалась 2026-10-12, впервые 2026-10-12, источник — Himalayas (JSON API).