Contract Drafting

At Pawlina Law, contract drafting is a core part of our practice. I work closely with businesses and professionals to draft clear, practical agreements that reflect their intentions and protect their interests.

Contracts are the backbone of commerce. They provide certainty, define expectations, and reduce the risk of disputes. Whether you are launching a new venture, expanding your business relationships, or formalizing an existing arrangement, well-drafted agreements are essential.

Every business relies on multiple types of contracts. These may govern relationships with customers, vendors, suppliers, employees, contractors, and professional partners. I regularly review, negotiate, and draft customized agreements tailored to each client’s specific needs, with an emphasis on clarity, enforceability, and compliance with Ontario law.

Pawlina Law assists clients with negotiating, drafting, and implementing a wide range of legal agreements, including:

• Employment Agreements
• Independent contractor agreements
• Associate agreements for healthcare professionals and clinics
• Professional services agreements
• Consulting agreements
• Practice management agreements
• Contractor agreements for clinics and professional practices
• Project-based service agreements
• Agency agreements
• Fee-split and revenue sharing agreements
• Joint venture agreements
• Service agreements between businesses and their clients
• Vendor and supplier agreements
• Non-disclosure and confidentiality agreements (NDAs)
• Intellectual property ownership provisions within service contracts
• Professional engagement and retainer agreements
• Website privacy policies
• Website terms of use and terms of service for businesses and professionals

Partnership Agreement

Pawlina Law can assist you with drafting and reviewing partnership agreements. Establishing a clear agreement at the outset helps partners define their rights, responsibilities, and expectations, and can prevent disputes in the future. By ensuring that your partnership is structured properly from the beginning, we help clients make informed business decisions and avoid costly issues down the road.

We advise clients on a wide range of partnership matters, including the preparation and negotiation of partnership agreements. In Ontario, there are three primary types of partnerships: general partnerships, limited partnerships, and limited liability partnerships. Each structure has different legal and liability considerations. More information about these partnership structures is available here.

Licensing Agreement

Intellectual property licensing plays an important role in today’s business environment. Licensing agreements allow individuals and businesses to grant permission for others to use intellectual property while maintaining control over how it is used. Every licensing agreement is unique. Some agreements are relatively simple, while others are complex and highly detailed. Licensing agreements may cover a wide range of intellectual property, including software, artwork, patents, trademarks, and other proprietary materials. As both a lawyer and a Trademark Agent, Karol Pawlina can assist clients with drafting, reviewing, and negotiating intellectual property licensing agreements to ensure their rights and interests are properly protected.

Independent Contractor Agreement

An Independent Contractor Agreement is a contract between a client and an individual or business that provides services as an independent contractor. Independent contractors operate their own businesses and typically have greater control over how their work is performed, as compared to employees.

Independent contractor agreements can be complex and should clearly define the rights and responsibilities of the parties. Important considerations include the allocation of liability, payment terms, indemnification provisions, and potential tax implications. A properly drafted agreement helps ensure that the relationship is clearly structured and reduces the risk of future disputes. Also, tax and indemnity issues are important considerations in independent contractor agreements. It is also important to distinguish the difference between an independent contractor and an employee:

• An independent contractor is a self-employed worker who serves clients while operating their own business. 
• An employee works as part of the business of an employer. 

A worker who performs services as part of an employer’s business and is subject to the employer’s direction and control. Courts and Canada Revenue Agency may consider several factors when determining whether a worker is an independent contractor or an employee, including:

• Whether the person provides their own equipment; an independent contractor provides their own tools and equipment.
• The level of control the client company has over the person’s activities; an independent contractor has a higher level of control.
• The degree of financial risk taken by the person; an independent contractor takes some risk.
• Whether the person hires their own helpers; an independent can hire their own helpers.
• The degree of responsibility for investment and management held by the person;  an independent contractor has some responsibility.
• The person’s opportunity for profit in the performance of their tasks; an independent contractor takes this risk.
• How the parties list their relationship.