Legal Counsel

Key Responsibilities:

• Please note: This role is an on-site position at our Toronto HQ


Technology & Commercial Contracting
• Draft, negotiate, and review a wide variety of commercial and technology contracts, including NDAs, software licenses, supplier/vendor agreements, and customer agreements
• Support Kepler’s intellectual property strategy development
• Serve as the legal point of contact for engineering, project management, business development, regulatory, and supply chain teams for contracting and operational legal issues


Government Contracting & Proposals
• Support negotiations and compliance for government contracts and funding agreements in Canada (ISED, CSA), the United States (NASA, SDA), and Europe (ESA)
• Review and advise on flow down requirements, IP provisions, export controls, and other government terms
• Provide legal support on RFP responses, grant applications, and strategic proposals, working closely with business development and program teams


Trade Compliance
• Develop, implement, and manage trade compliance programs in accordance with Canadian and international export control laws (e.g., CGP, ITAR, EAR)
• Advise on the classification of goods, software, and technologies for export and import purposes
• Prepare and submit export/import permit applications and license requests (Global Affairs Canada, DDTC, BIS, etc.)
• Conduct compliance risk assessments and implement controls to address findings
• Lead internal audits and respond to government inquiries, inspections, or investigations


Legal Advisory
• Provide strategic legal counsel to internal teams on matters involving international trade, foreign investment regulations (e.g., Investment Canada Act), and sanctions regimes
• Negotiate and review contracts with compliance obligations
• Monitor and interpret regulatory changes affecting Kepler’s business
• Advise on legal matters across a broad range of corporate initiatives, coordinating with external counsel as needed
• Support Kepler’s internal compliance programs, including those related to privacy, data governance, and information security


Controlled Goods Program (CGP)
• Serve as Kepler’s Designated Official (DO) under the CGP
• Manage employee screenings, training, and security plans required under the CGP framework
• Ensure secure handling, storage, and access protocols for controlled goods
• Maintain up-to-date records and documentation for audits and inspections


Training & Policy Development
• Develop and deliver training to internal stakeholders on export compliance, CGP responsibilities, and related policies
• Draft and maintain internal procedures, manuals, and compliance protocols
• Contribute to team knowledge-sharing and build scalable legal operations and document templates

Required Skills & Qualifications:

• JD or LLB degree with license to practice law in Ontario (or eligibility to be licensed)
• 5+ years of relevant experience in related legal / compliance functions
• Strong understanding of cross-border technology transfer and global supply chain risks
• Exceptional judgment and integrity
• Strong negotiator and communicator, with the ability to articulate complex concepts to diverse audiences and effectively engage with stakeholders at various levels
• Willingness to work on projects of all types and resourcefulness to bring legal expertise on a variety of topics
• Demonstrated ability to independently draft and negotiate a range of commercial and technology contracts

Bonus Points:

• Expertise in export controls and international trade law
• Demonstrated expertise in Canadian CGP and U.S. ITAR/EAR frameworks
• Experience acting as a Designated Official under the CGP or equivalent role
• Experience in the aerospace, satellite, or defense industry
• Familiarity with OFAC sanctions, dual-use technology, and international treaties
• Privacy and data protection experience
• Bilingual (English/French) is an asset
• Security clearance or eligibility to obtain one