We have been asked to represent your company ("client short name"/"you"/"the client"). We do not represent any other parents / affiliates / constituents of your company, nor its respective members, directors, officers, partners, or employees.
HRC Law Professional Corporation will provide services, based on the service package you selected, as outlined in the accompanying quote.
If you have selected Unlimited Legal, the following scope of services is included:
Unlimited Legal:
The scope of this engagement will include ongoing and unlimited employment law advice by email, telephone, or virtual meeting as well as document review (including employment agreements, contractor agreements, termination documents, individual workplace policies, demand letters, releases and other employment-related documents) and advice relating to the reviewed document(s).
If you have selected Unlimited Legal Plus, the following scope of services is included:
Unlimited Legal Plus:
1. ongoing and unlimited employment law advice;
2. drafting and providing employment contracts, as needed;
3. drafting and providing independent contractor agreements*,as needed;
4. drafting and providing termination documents, as needed; and
5. negotiating termination settlements, as needed.
* Where the client is the principal and is engaging an individual or business to do work or provide services on its behalf.
If you have selected HR Covered Premium, the following scope of services is included and provided by HRC Law Professional Corporation (these services are in addition to the services provided by HR Covered Inc.):
HR Covered Premium Service:
1. ongoing and unlimited employment law advice;
2. drafting and providing employment contracts, as needed;
3. drafting and providing independent contractor agreements*, as needed;
4. drafting and providing termination documents, as needed;
5. negotiating termination settlements, as needed; and
6. a dedicated employment lawyer assigned to your account
* Where the client is the principal and is engaging an individual or business to do work or provide services on its behalf.
The service does not include any other transactions, arrangements, projects, actual or potential litigation or appeals that may arise out of the above. All work will be performed by individuals employed by HRC Law or working as counsel to HRC Law. The scope of our work may be expanded if both parties agree to do so in writing. However, any work that is not included in the original scope of work as set out above shall be subject to a new legal services agreement and additional fees.
Quebec and the Territories
HRC Law legal practitioners do not practice law or provide legal services in Quebec, Northwest Territories, Nunavut or Yukon. If legal services in those jurisdictions are required, HRC Law will endeavour to provide the client with a referral for qualified legal practitioners in those jurisdictions.
All Other Jurisdictions Outside Ontario
HRC Law legal practitioners may provide legal services in all other Canadian jurisdictions, other than Quebec and the Territories, on a temporary basis, as per the National Mobility Agreement 2013 (“NMA”) and the rules of practice stipulated by each of those jurisdictions’ law societies. Neither HRC Law nor any of its legal practitioners have an economic nexus with those jurisdictions (other than Tom Archibald who is licenced in both Nova Scotia and Ontario and therefore practices in both Nova Scotia and Ontario as of right and not pursuant to the NMA) nor do they hold themselves out as willing or qualified to practice law in those jurisdictions, except as visiting lawyers.
This engagement will last for the term outlined in the quote and begin from the date of purchase by the client (the “Term"). At the end of the full term of the agreement, your membership will be automatically renewed for the term of your previous membership. You will be provided with notice of your upcoming renewal at least 60 days in advance. Your payment will be credited against your credit card or account in perpetuity unless you notify us of your desire not to renew your membership or provide 60 days’ notice from the next billing cycle. The fees for any renewals of the original Term are subject to change from time to time, as determined by the firm.
All fees and expenses are quoted in Canadian currency. The fee for this engagement will be outlined in a quote and charged per year, unless otherwise agreed upon in writing (the “Fee”). The Fee shall be payable in full before the service commences.. It is expressly understood that this fee is based upon the scope/duration of engagement as defined above and on the facts and information presented to HRC Law by the client/HR Covered Inc. in advance of entering into this Agreement. The client may provide the firm or HR Covered with pre-authorized payment authorization to allow the firm to collect the Fee(s) automatically when they become due and payable.
As stated above, any expansion of the scope of services shall be the subject of a supplementary or separate legal services agreement, which defines the scope of such additional services to be performed and the fees to be paid for such additional services.
If the client requests additional work to be done by the firm and the firm agrees to do said work, the firm will provide the client with a fixed fee quote, and if the client agrees, the firm and the client shall sign an engagement letter with respect to the additional work.
By paying for the service, the client acknowledges and confirms that the Fee is intended to secure the firm’s availability to the client and to pay for the services included in the scope of this engagement. As such, the client hereby requests that the Fee not be deposited into the firm’s trust account. The client agrees that all Fees paid by the client will be placed directly into the firm or billing agent’s operating account.
Because of HRC Law's geographical reach and broad legal practice, it is possible that our lawyers may now or in the future represent parties in matters in which their interests are adverse to your interests [or those of your affiliates]. You hereby agree that we may continue to represent or may in the future represent new or existing clients in any matter that is not substantially related to our work for you, even if the interests of such clients in those matters may be adverse to you (directly or indirectly). Conflicting matters that arise require your consent. If such a matter arises, you will consider in good faith consenting to the conflict, and you are favourably inclined to provide such consent if HRC Law:
(a) provides you with full disclosure;
(b) reasonably believes that it is able to represent you and the other client without having a material adverse effect upon our representation of or loyalty to you; and
(c) the same informed consent is obtained from the other client.
However, if an actual conflict arises, or our duties of client representation and loyalty would be impaired by representing you and the other client, we may need to withdraw as counsel despite your consent, which may result in increased expenses and delay. If you do consent to HRC Law representing a client with conflicting interests or a conflicting matter, no lawyers working on this engagement will work on the conflicting matter, and an ethical wall will be created to separate the conflicting matter from this engagement. In addition, sensitive, proprietary, or other confidential information of a non-public nature concerning you that we acquire because of our representation of you will not be transmitted to lawyers who may work on such matters. By signing this engagement letter below, you confirm that you have had an opportunity to consult with independent counsel regarding the terms of this paragraph.
HRC Law offers a 30-day Money Back Guarantee. If you're not satisfied with the service, within the first 30 calendar days, you may terminate this agreement, no questions asked, and receive a full refund. This agreement will automatically renew at the end of the Term. We also have the right to terminate the Agreement for good cause, subject to an obligation to give you reasonable notice to arrange for alternative representation. Good cause to withdraw includes but is not limited to: (a) your failure to honour the terms of the engagement, (b) your failure to cooperate or follow our advice on a material matter; (c) circumstances where our continued representation would be unlawful or unethical; or (d) any other reason permitted by the applicable ethics rules.
If we terminate the engagement for good cause, you remain obligated to pay all outstanding balances. If we terminate the engagement, we will inform you about the termination in writing by email, and we will take such steps as are reasonably practicable to protect your interests in this matter. You agree to take all steps necessary to free us of any obligation to perform further, including the execution of any documents necessary to perfect our withdrawal. If permission for withdrawal is required by a court, we will promptly apply for such permission, and you agree to engage successor counsel to represent you.
During the engagement, we will maintain all documents relevant to this representation. At the conclusion of this engagement, we will retain electronic copies of your original documents for a period of seven (7) years. However, we will not retain any original documents. Original documents will be returned to the client unless you request that they be destroyed. If you have not requested possession of the file or any of its contents at the end of seven (7) years, the file will be destroyed in accordance with our record retention policy.
It is important for us to maintain open communication with each other throughout the engagement. We will regularly keep you informed of the status of the matter and will promptly notify you of any major case developments. We will consult with you whenever appropriate.
You agree to communicate with and provide us with complete and accurate information as needed to further the matters.
Unless you specifically direct us otherwise, we may use cell phones, email, fax, and other means of electronic communication during this engagement. Such transmissions may not be encrypted so the use of such forms of communication under current technologies may place confidential or privileged information at risk. Similarly, the use of cell phones may place confidential or privileged information at risk. By signing below, you consent to our use of these forms of communication.
This Agreement, and all questions relating to its validity, interpretation, performance, and enforcement, is governed by Ontario law without regard to its principles of conflicts of law.
If a dispute arises between us, all such matters shall be resolved by a court. You agree that the courts of Ontario shall be the exclusive forums for litigation concerning this Agreement or any aspect of our engagement.
While providing legal services to you, we may receive non-public personal information about the client, its employees or other representatives. All such information will be held in strict confidence and will not be disseminated to any person or entity outside this law firm without your consent, unless such disclosure is permitted in this Agreement, required under the applicable law or as may be necessary to advance the interests of the client’s matters.
The client acknowledges and agrees that HRC Law may disclose information regarding the client, the subject employees and the applications to its associates, counsel to the firm and staff as may be reasonably necessary. Such individuals are bound by the same duties of confidentiality.
We may store some or all of your files on various platforms, including third-party cloud-based servers. Although we take reasonable precautions to ensure these servers are encrypted and secure, there is still a risk that your confidential or privileged information may be disclosed. By signing below, you consent to our use of such storage services.
Generally, the information we receive from you is subject to lawyer-client privilege. However, we may be under an independent ethical duty to reveal privileged information where: (a) disclosure is required due to imminent risk of death or serious bodily harm; or (b) we are required to disclose the information by law or court order. Since your company is a corporation, communications with the client's constituents in their organizational capacity in connection with the engagement are subject to the lawyer-client privilege.
Notwithstanding the foregoing, for the duration of the term of this engagement, the client directs HRC Law to share information about the client with HR Covered Inc. to facilitate the provision of the best possible service to the client by both HRC Law and HR Covered Inc. The client may withdraw this direction at any time by providing written notice to Anatoly Dvorkin, CEO of HRC Law, to advorkin@hrcemploymentlaw.com.
These terms constitute the sole and entire agreement between us with respect to the subject matter of this Agreement, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the subject matter.
This Agreement may not be amended, in whole or in part, nor may any payment required by this Agreement be waived or delayed, unless authorized by HRC Law.