CounselPro supports with mergers & acquisition, reorganizations, corporate finance and commercial contracts. We help companies with a wide range of mergers & acquisitions law needs, including:

• Acquisitions

• Agreement review and negotiation

• Due diligence and negotiations

• Mergers

• New business policy framework development

• Notice and consent support

• Obligation termination

• Process development

• Post-deal contract review and remediation

• Risk assessment

• Supplemental documentation and deal support

• Term review and negotiation

• Endorsement agreement review

We have senior legal expertise advising clients who may be looking to establish or acquire a new franchise.

Our specialty includes advising, reviewing and negotiating Franchise Agreements, License Agreements, Distribution Agreements, Leases, Subleases and other related documents.

In addition, we regularly advise and act for clients that are looking to purchase or sell an existing franchise business. This includes guiding clients through all stages of the purchase and sale process including negotiating a Term Sheet or Letter of Intent, drafting or negotiating an agreement of purchase and sale, preparing related transfer documents and closing the transaction.

From initial consultations to ongoing support, our franchising services are designed to facilitate successful and legally sound franchise relationships.

We advise clients on either side of the franchisee/franchisor relationship on an array of issues, including:

• Business Operations

• Licenses

• Corporate Records

• Financing and Loan Transactions

• Commercial Leasing

• Litigation in the event of business disputes

• Contracts

• Trademark and Copyright Law

• Insurance

• Cross-border Expansion

• Franchisee Associations

• Personal Property Security

• Collections

• Employment Law Considerations

• Disclosure

• Reviewing and preparing Franchise Agreements

The terms of a franchise agreement will have long-lasting implications for all involved parties, and our clients are confident knowing that their interests will be protected.

CounselPro helps companies with a wide range of regulatory & compliance law needs, including:

• Antitrust and competition

• Bribery and corruption: ABC provisions, legal education training and Foreign Corrupt Practices Act (FCPA)

• Consumer protection regulation

• Data privacy: GDPR, CCPA, Brazil Privacy Act, EU ePrivacy, and more

• Environmental, social and governance (ESG) compliance: RCRA, CAA, CWA, OSHA

• Financial Services regulation and compliance: AML and KYC, LIBOR, IM5/6, and more

• Healthcare and life sciences regulation and compliance: drug approvals, HIPAA

• International trade and sanctions

Employment Contracts and Agreements

We have experience drafting and amending contracts, as well as helping our clients deal with contract disputes. We can assist with:

• Employment contracts, including offers of employment and employment policy manuals

• Independent contractor agreements

• Breach of non-competition, non-solicitation or confidentiality agreements

• Claims for wrongful dismissal, constructive dismissal, and unpaid compensation and commissions

• Severance negotiations and documents, including termination letters, records of employment and employee releases

We help employers and employees deal with difficult situations at work, including conflicts over being fired or terminating an employee. Our priority is to help maintain relationships and resolve challenging situations through negotiation.

We help businesses conduct fair, thorough, and defensible investigations into allegations involving discrimination, harassment, retaliation, misconduct, and other workplace issues. Whether responding to internal complaints or regulatory inquiries, we deliver on-demand legal support aligned with your compliance and HR objectives.

Types of Complaints or Workplace Investigations CounselPro Law Investigates

• Sexual harassment

• Sexual violence

• Discrimination

• Poor management

• Code of Conduct violations

• Bullying

• Violations of employment standards

• Financial misconduct

• Violations of company policy

• Poisoned work environment

CounselPro Law will prepare a comprehensive workplace investigation report upon completion of the investigation. The report will be drafted in a clear, concise, and structured manner to ensure accessibility and ease of understanding.

The report will outline the initial complaint and the basis for commencing the investigation. It will summarize the evidence gathered, including relevant documentation, applicable workplace policies, and witness statements obtained during the process.

Our findings of fact will be set out and supported by the documentary and testimonial evidence collected. The report will then present our conclusions, grounded in a careful and objective assessment of all available evidence, and explained in plain language to minimize any risk of misinterpretation.

Where appropriate, CounselPro Law may also provide recommendations for next steps or actions to address identified issues, mitigate risk, and support resolution moving forward.

Personal Information & Privacy Legislation – PIPEDA, PHIPA, FIPPA, CASL and Privacy Act

As part of our role in assisting with the day-to-day operations of our clients’ businesses and maintaining compliance with applicable law, we:

• Prepare privacy policies

• Assist in the implementation of appropriate privacy practices

• Conduct privacy audits

• Resolve privacy complaints

• Provide opinions on the permissible collection, use and disclosure of personal information

• Act on applications for disclosure of information pursuant to the Freedom of Information and Protection of Privacy Act

• Conduct appeals of decisions of the Privacy Commissioner

• Act on behalf of our clients with respect to the filing of or responding to complaints made to the Federal Privacy Commissioner under the Personal Information Protection and Electronic Documents Act (PIPEDA)

• Ensure that clients are aware of their compliance obligations under an array of Canadian legislation, including:

  • PIPEDA – federal legislation that governs how private-sector companies and not-for-profit organizations engaging in commercial activities can handle personal information;

  • Privacy Act –  federal legislation that protects personal information in the hands of the federal government;

  • Personal Health Information Protection Act – Ontario legislation that governs how health information custodians can handle personal health information;

  • Freedom of Information and Protection of Privacy Act – Ontario legislation which applies to the provincial government of Ontario, universities, colleges, hospitals, and designated agencies; and

  • Canada’s Anti-Spam Legislation – federal anti-spam legislation that protects consumers and businesses from the misuse of digital technology.

We can help your company with a wide range of data privacy & cybersecurity law needs, including:

• Data breach preparedness and incident response plans

• Data mapping, gap assessment, and system inventory

• Data privacy contract clause creation

• Data privacy Impact Assessments (DPIA)

• Data privacy management

• Data privacy policies and procedures

• Data privacy regulatory response (GDPR, CCPA, HIPAA, Schrems II...)

• Data Subject Access Requests (DSARs)

• Third-party data-sharing agreements

• Privacy by design and privacy by default implementation

Services we offer in this area include advising on:

• Advertising campaigns in all media (including social and broadcast), including for regulated products (e.g. food, pharmaceutical, medical device, cosmetic, cannabis)

• Various promotional programs, including sweepstakes and contests, loyalty programs, coupons and rebates

• Product label and packaging reviews, including for food and cosmetic products

• Privacy and anti-spam (“CASL”)

• Ordinary selling price and other pricing issues

• Misleading advertising, including trade disputes

• Social media and influencer policies

• Comparative advertising claims

• Environmental claims

• E-commerce and other consumer protection act issues

• Consumer product safety and product recalls

• Warranties

• Quebec French language

• Advertising in Quebec

• Advertising to children

• Public relations communications and activities

• Commercial agreements, including joint promotion, co-branding, sponsorship, spokesperson, influencer, collaboration and distribution agreements

• Trademark identification reviews

• Searches and clearances of third-party rights

• Trade dress, trademark and copyright infringement strategy

• Litigation and other dispute proceedings (including Ad Standards)

We handle an array of intellectual property issues for our clients from beginning to end. We are experienced in drafting agreements, filing applications to register copyright and trademark interests, and representing our clients in intellectual property litigation if necessary. We frequently advise clients on the protection and enforcement of their intellectual property rights in the following areas:

• Copyrights

• Trademarks

• Confidential Information

• Trade Secrets

Clinical Practice

• Consent, capacity and substitute decision-making

• Coroners’ investigations

• Discharge planning

• Disclosure of harm and mandatory reporting

• End of life decision-making

• Organ donation

• Mental health

Privacy and Freedom of Information

• Clinical documentation

• Data sharing agreements

• EMR access agreements

• Freedom of information requests and appeals

• Health records management

• Privacy audits

• Privacy impact assessments

• Privacy investigations

• Responding to Information and Privacy Commissioner/Ontario complaints

• Telemedicine/Virtual care

Health Regulatory

• Opinions on applicable laws and regulations

• Policies and guidelines

• Interpretation of regulations

• Relationship structures and contracts

• Mitigate risks of non-compliance

We use clear, business-focused language in drafting transactional agreements including software development, software as a service (SaaS), subscription agreements, master service agreements and statements of work (SOWs), licensing, online e-commerce agreements, and terms of use for website and application-based businesses and organizations.

We represent and assist vendors of specialized software products, solutions, and services with all aspects of industry specific IT contracting drafting, review and negotiation. We have expertise in all areas and aspects of information technology focused transactions and relationships including:

• managed cloud services

• cross-platform data collection and management

• software development and licensing

• configuration and integration

• website and application development and deployment

• terms of service and privacy policies

• master services agreements and SOWs

• consulting services

• chatbot development, deployment and support

• support service level agreements

• reseller agreements

• government procurement and sales

We can help your company with a wide range of artificial intelligence law needs, including:

• AI/ML compliance program design and implementation

• Regulatory assessments and ongoing regulatory landscape analysis

• Review of algorithmic bias

• Evaluation of AI impacts for intellectual property protection

• Management of data

• Identification and assessment of legal and regulatory issues during product development and launch

• Development of AI usage policies for your organization

Your On-Demand Legal Partner for Business Success

We serve as outside general counsel for businesses of all sizes, delivering comprehensive legal and strategic support across industries. From risk management to corporate governance, we help you navigate challenges, seize opportunities, and stay ahead.

• Legal Strategy & Advisory – Proactive legal insights to drive business growth.

• Risk Management & Compliance – Protecting your company from legal pitfalls.

• Corporate Governance – Structuring a strong foundation for success.

• Leadership & Stakeholder Communication – Aligning legal strategies with business goals.

• Contract Negotiation & Management – Securing the best terms with confidence.

• Crisis Management & Internal Investigations – Navigating challenges with expertise.

• Policy & Procedure Development – Creating frameworks for smooth operations.

Think of us as your trusted legal team—without the in-house overhead.