This website and client portal are for informational purposes only and may not be relied upon in any manner. Nothing contained in this website constitutes legal, accounting, tax, or other professional advice. Nothing contained on this website is a solicitation, offer, or recommendation to engage in any form of commercial activity except for retaining the services of a lawyer through entcounsel.com or the client portal. No solicitor-client relationship is created by using this website.

The materials on the entcounsel.com website and portal are provided for informational purposes only. Accessing this information does not suggest that Entcounsel or Vandana Taxali is practicing law in a jurisdiction other than the Province of Ontario, Canada. The information does not constitute legal advice or an opinion on any issue. The information may, as a result of the passage of time, changes in the law, or subsequent court decisions, no longer be accurate. Although we endeavor to ensure the accuracy of the information, it should not be relied upon without receiving advice from a lawyer.

The contents of this website, including: (i) posts, blogs, videos, and other information; (ii) social media posts; and (iii) any information or advice provided orally or via email (“Materials”) are a general summary of current legal insights for information and educational purposes only. They are not intended to be relied upon as legal advice, nor should you consider that a solicitor-client relationship has been established.

By reading this website, contacting or sending an email, you acknowledge that you have read, understand, and agree to the foregoing and shall place no reliance on the contents of this website without consulting a lawyer who you have retained in writing. The availability of articles, blog posts, or your use of or reliance upon the content on this website does not establish a solicitor-client relationship between you and Entcounsel or Vandana Taxali.

Sending us an email does not make us your lawyers or constitute a solicitor-client relationship. You will not be considered a client until we have agreed to act on your behalf and an Engagement Letter has been signed. Until a solicitor-client relationship has been established, any information included in your email cannot be considered confidential or proprietary and no information provided to you by Entcounsel can be relied upon as legal advice. We strongly advise against the inclusion of sensitive details in email communications in order to protect both you and our practice from conflicts of interest and disclosure obligations. Any unsolicited emails and other information and communications sent to us shall not be considered confidential and may be disclosed to others.

We do not guarantee the confidentiality of any communications sent by email, through the website, or via voicemail. Unsolicited information and material may not be treated as confidential and will not be protected by any solicitor-client privilege. We have made reasonable efforts to ensure that the materials contained on this site are accurate; however, we do not warrant or guarantee the accuracy, currency, or completeness of the materials.

We disclaim any warranty as to completeness or accuracy of the content contained herein. Any information provided by Vandana Taxali, whether orally or in writing, including information and Materials on this website or otherwise, shall not be construed or relied on as advertising or soliciting to provide any legal services, creating any solicitor-client relationship, or providing any legal representation, advice, or opinion whatsoever on behalf of Vandana Taxali or Entcounsel unless a specific Engagement Letter has been signed in writing by both parties indicating the parameters of that advice.

The copyright in this website and all materials contained in it is owned or licensed by us. The website, as a whole or in part, may not be reproduced without express prior written consent. You may download and print material on our website for non-commercial, personal, or educational purposes only, provided that the content is not modified and that a credit, copyright notice, and a link back to entcounsel.com are included in the following form: “Copyright Vandana Taxali and Entcounsel. All rights reserved. Originally published at entcounsel.com.” All other brand names, product names, and trademarks are the property of their respective owners. You are welcome to link to pages on this website. However, framing content on the site or embedding it in a way that misrepresents its source is prohibited without prior written consent.

Access to the client portal requires a valid account. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify Entcounsel immediately of any unauthorized access. Identity verification may be required before accessing certain features.

This website and portal may be accessed and used only by individuals who can form legally binding contracts under applicable laws, who are 18 years of age or older, and who are not barred from using the website under applicable laws. You agree that you will be personally responsible for your use of this website and portal, and for all of your communication and activity on and pursuant to them. You agree that you will use the website and portal responsibly and in compliance with all applicable laws and these Terms.

You agree that you will not:

• Hack into this website or portal or employ any robot, spider, or other device or process for unauthorized purposes
• Take any action or do anything which imposes an unreasonable burden on or interferes with the website or portal
• Attempt to gain unauthorized access to systems or data
• Share your login credentials with third parties
• Use the portal for any purpose other than managing your legal matters with Entcounsel

If we determine that you are or have been engaged in prohibited activities, were not respectful of other users, or otherwise violated the Terms, we may deny you access on a temporary or permanent basis. In our sole discretion, in addition to any other rights or remedies available to us and without any liability whatsoever, we at any time and without notice may terminate or restrict your access to any component of the website or portal.

Entcounsel endeavors to maintain the portal but does not guarantee uninterrupted availability. The portal may be temporarily unavailable for maintenance, updates, or circumstances beyond our control. Critical legal deadlines should not rely solely on portal availability.

All content, information, data, articles, materials, photographs, images, software, trademarks, logos, designs, source code, and other material protected by copyright, patent, and other applicable intellectual property laws appearing on the website and portal (the “Content”) are the exclusive property of Entcounsel or the property of third parties who granted permission to use such Content, or both.

By using the website and portal, you are hereby granted a limited, revocable, nonexclusive, and non-transferable right to view, store, bookmark, copy, and print individual pages for personal and non-commercial purposes only; provided that such copied and printed pages must not be altered in any manner. You are not authorized to modify, reproduce, re-edit, transfer, forward, transmit, publish, distribute, or create derivative works of the Content without prior written consent.

Documents you upload to the portal remain your property. Templates, forms, and legal documents created by Entcounsel as part of your engagement are subject to the terms of your Engagement Letter.

This website and portal may include links to other websites owned by third parties. These links are provided solely for your convenience and may not remain current or active. We do not endorse, recommend, or approve of any information, products, or services referred to on such linked sites and assume no responsibility for their content, security, or privacy practices. Your use of any link to an outside website is entirely at your own risk.

Only the specific services described in your Engagement Letter or accepted quote are included in the engagement. Any additional legal services required beyond the stated scope will be discussed with you and may require a separate engagement or amendment confirmed through the portal.

Vandana Taxali is the lawyer primarily responsible for your file. Entcounsel may engage other lawyers, articling students, or legal professionals as needed to support the delivery of legal services. Vandana Taxali remains responsible for all legal services provided under her supervision.

Where no Engagement Letter has been signed, these Terms govern the provision of any legal services accessed through this website or portal.

Legal matters are inherently uncertain. While Entcounsel will provide diligent and competent representation, no specific outcome or result is guaranteed. Any expressions regarding potential outcomes are professional opinions based on the information available at the time and should not be construed as promises or guarantees.

Fees for legal services are set out in your Engagement Letter or quote provided through the portal. Fee structures may include flat fees, hourly rates, or contingency arrangements as specified in your engagement.

Payment methods. Entcounsel accepts payment by credit card, debit, e-transfer, and bank transfer. Payment details are provided on each invoice.

Billing frequency. Accounts will be rendered upon completion of work or monthly for ongoing matters, unless otherwise specified in your Engagement Letter. In accordance with Rule 3.6-1.1 of the Rules of Professional Conduct, you will receive a written statement of account at least every six months during the course of the engagement and at its conclusion.

Disbursements. Costs and expenses incurred on your behalf (including filing fees, government fees, courier, process servers, and research costs) will be included in your accounts along with legal fees.

Late payment. Accounts not paid within 30 days of the invoice date will bear interest at the Bank of Canada overnight rate plus 3%, calculated on an annualized basis, in accordance with the Solicitors Act, R.S.O. 1990, c. S.15. Failure to pay outstanding accounts may result in withdrawal from representation and the exercise of a solicitor’s lien on your file.

Retainers. Any retainer or advance payment made to Entcounsel on account of fees for services not yet rendered shall be deemed a General Retainer unless a separate Special Retainer arrangement is agreed to in writing.

Assessment. You are entitled to apply for an assessment of any account within 30 days of delivery to the Superior Court of Justice under the Solicitors Act.

Fees for legal services rendered are non-refundable once the services have been provided.

Each engagement is for the named client only. Entcounsel does not represent any other party in connection with the matter. If a conflict of interest arises, you will be notified immediately and the appropriate steps will be taken in accordance with the Rules of Professional Conduct.

Entcounsel conducts a conflict of interest check in accordance with the Rules of Professional Conduct of the Law Society of Ontario before accepting any engagement. If a conflict exists that would prevent us from acting for you, we will notify you immediately.

If a conflict of interest arises during the course of an engagement, Entcounsel will take appropriate steps in accordance with professional obligations, which may include declining to continue acting for one or more parties. All conflict determinations are made exclusively by Vandana Taxali.

While you are a client, Entcounsel will not represent another client whose interests conflict with yours in the same matter unless you provide informed written consent. After you cease being a client, Entcounsel may represent other clients whose interests may be adverse to yours in unrelated matters, provided your confidential information continues to be protected.

All information received from you in the course of an engagement will be kept confidential, except to the extent you agree otherwise or disclosure is required by law or professional obligations. Please treat all matters and correspondence between us as confidential. Do not share our legal advice, opinions, or work product with third parties without consulting us first.

The absence of a “Privileged and Confidential” marking on any communication does not mean that privilege or confidentiality does not apply. We owe the same duty of confidentiality to all our clients.

Once a solicitor-client relationship has been established through a signed Engagement Letter, all communications between you and Entcounsel in connection with your engagement are protected by solicitor-client privilege. This means they cannot be disclosed to any third party without your consent, and cannot be compelled by government authorities in most circumstances. This privilege survives the termination of the retainer and does not expire.

Communications made before an engagement is accepted (such as initial inquiries or intake submissions) are not protected by solicitor-client privilege.

Entcounsel work product. Unless otherwise agreed in writing, Entcounsel retains the copyright and all intellectual property rights in any documents, templates, legal opinions, contracts, and other materials prepared for you. You are granted a non-exclusive licence to use such documents solely for the purposes for which they were prepared.

Your intellectual property. Your pre-existing intellectual property — including your creative works, trademarks, patents, and other IP assets — remains your sole property at all times. Nothing in these Terms or in the provision of legal services transfers any ownership of your intellectual property to Entcounsel. Our work is to protect and advance your intellectual property rights, not to acquire them.

Document copies. During the course of our work, we will provide you with originals or copies (including electronic copies) of documents as needed. Copies will be retained in our files. You will be billed for the costs of copying any documents from our files should you request them.

Upon completion of your matter, the file will be retained for a minimum of 10 years as required by the Law Society of Ontario. Financial records will be retained for 7 years as required by the Canada Revenue Agency. After the applicable retention period, the file may be securely destroyed without further notice. Original documents provided by you will be returned upon request at the conclusion of the matter.

All communications regarding your matter will primarily occur through the secure client portal at portal.entcounsel.com. Email and SMS notifications will be sent for new messages, documents, status updates, invoices, and scheduling.

By using the portal, you consent to receiving communications by email and SMS regarding your legal matter, program announcements, and notifications requiring your attention. You may update your communication preferences through the portal at any time.

The typical response time is 2-3 business days. Urgent matters should be flagged as such in the portal.

You consent to the use of electronic signatures for engagement letters and other documents in accordance with the Electronic Commerce Act, 2000 (Ontario).

No third parties are authorized to discuss your file or receive information about your matter unless explicitly authorized by you in writing. If you wish to authorize a family member, colleague, or other individual to communicate with us on your behalf, please advise us in writing.

Entcounsel reserves the right to withdraw from representation in the following circumstances: (a) non-payment of fees or disbursements after reasonable notice; (b) a conflict of interest arises that cannot be resolved; (c) the client instructs the lawyer to act in a manner contrary to professional obligations or the Rules of Professional Conduct; (d) the solicitor-client relationship has broken down; or (e) other good cause as recognized by the Law Society of Ontario. Upon withdrawal, reasonable notice will be provided and all client documents will be made available to the client or successor counsel.

Entcounsel retains the right to maintain a solicitor’s lien on your file and will only release your file to a new lawyer upon satisfactory payment of all outstanding fees, disbursements, and expenses.

In order to provide effective legal services, we rely on your cooperation. By engaging Entcounsel, you agree to:

• Provide full and candid disclosure of all facts and documents relevant to your matter
• Organize and provide all materials related to your matter in a timely manner
• Respond to communications within reasonable timelines so that your matter can progress efficiently
• Follow through on instructions and action items provided by your lawyer
• Notify Entcounsel promptly of any new developments relevant to your matter or changes in your contact information
• Pay all fees and disbursements in accordance with your Engagement Letter and accepted quotes
• Provide government-issued identification as required by Law Society of Ontario By-Law 7.1 (client identification and verification)
• Treat all Entcounsel staff with respect and professionalism

The quality and timeliness of legal services depends in part on your cooperation and responsiveness. Delays in providing information or responding to communications may affect the progress and outcome of your matter.

If you are a CARFAC Ontario member receiving legal services through the CARFAC Member Legal Services Program, the CARFAC Member Legal Services Agreement applies in addition to these Terms. In the event of a conflict between these Terms and the CARFAC Agreement, these Terms and the Privacy Policy shall prevail.

Special rates under the CARFAC program are contingent upon active CARFAC Ontario membership in good standing at the time of service. Standard rates apply to services outside the scope of the program.

Although we take reasonable steps to ensure the security of the website and portal, there are inherent risks associated with the use of electronic means of communication. Therefore, do not submit sensitive personal or business information through this website before a solicitor-client relationship has been established. The possibility exists that information could be unlawfully observed by a third party while the data is being transmitted over the internet or while stored on cloud-based servers, or subject to access and review by law enforcement or other authorities. We accept no liability if any other persons obtain the information you submit outside the secure client portal.

The portal integrates with third-party services to provide payment processing, electronic signatures, identity verification, and other functionality. These services include but are not limited to Stripe (payments), an electronic signature provider, and Stripe Identity (verification). Your use of these services is subject to their respective terms of service and privacy policies.

Entcounsel is not responsible for the availability, accuracy, or performance of third-party services. Payment information is processed directly by Stripe and is not stored on Entcounsel’s servers.

Entcounsel may change or replace third-party service providers at any time without notice, provided that the level of service and data protection is maintained.

All legal services provided by Entcounsel and all terms set out herein are subject to the professional obligations of Vandana Taxali under the Rules of Professional Conduct of the Law Society of Ontario. In the event of any conflict between these Terms and Entcounsel’s professional obligations, the professional obligations shall prevail.

If you have any concerns about the quality of services or the conduct of any lawyer at Entcounsel, we encourage you to raise them with us directly so we can address them promptly. Nothing in these Terms restricts your right to raise concerns with the appropriate regulatory authorities or to seek assessment of any account under the Solicitors Act, R.S.O. 1990, c. S.15.

Your use of the website and portal is at your own risk. To the fullest extent allowed by law, the website and portal are provided to you on an “as is,” “as available” basis without warranty of any kind whether express, statutory, or implied, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, quiet enjoyment, systems integration, accuracy, and non-infringement, all of which we expressly disclaim. We have no duty to update the content of the website.

We will not be held responsible for any damage resulting from any virus, worm, or other destructive or invasive computer program relating to use of this website or portal. We do not warrant that any security defects, vulnerabilities, or errors will be identified or remedied.

We specifically disclaim any liability, whether based in contract, tort, negligence, strict liability, or otherwise, for any direct, indirect, incidental, punitive, consequential, or special damages arising out of or in any way connected with access to, use of, or reliance on the website or portal (even if we have been advised of the possibility of such damages) or that arise in connection with mistakes or omissions in, or delays in transmission of, information to or from the user, any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission or delivery, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of records, programs, or files.

This limitation does not apply to liability arising from the provision of legal services, which is governed by your Engagement Letter and applicable law.

To the maximum extent permitted by law, you agree that you will not seek to hold us liable:

• Directly or indirectly in contract, tort, equity, or otherwise for any damage (including direct, indirect, incidental, consequential, special, punitive, exemplary, and aggravated damages and damages for loss of use, profits, or revenue) or other remedy whatsoever in connection with this website or portal
• To you or anyone else for any loss or damage, however caused, which may be directly or indirectly suffered in connection with websites, services, actions, or omissions of other entities that are hyperlinked from this website

Notwithstanding the foregoing, if we should be found liable for any loss or damage which arises out of or is in any way connected with any of the services or uses of the website or the information, our total liability for all damages, losses and causes of action, whether in contract, tort (including, but not limited to, negligence), or otherwise shall in no event exceed in the aggregate $20 CAD. This limitation does not apply to liability arising from the provision of legal services, which is governed by your Engagement Letter and applicable law.

As consideration for access to the website and portal, you agree to indemnify us and save us harmless from and against any claim, cause of action, or demand, including without limitation reasonable legal, accounting, and other professional fees, resulting from or related to (a) your breach of any of these Terms; (b) your access to or use of this website or portal; or (c) your use or reliance on, publication, communication, or distribution of anything on or from this website or portal.

Entcounsel collects, uses, and discloses your personal information in accordance with the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial privacy legislation. Full details are set out in our Privacy Policy, which is incorporated into these Terms by reference.

By using this website or portal, you acknowledge that you have reviewed and agree to be bound by the Privacy Policy. The Privacy Policy may be updated from time to time, and your continued use of the website or portal constitutes acceptance of any changes.

You agree that no joint venture, partnership, employment, referral, or agency relationship exists between us as a result of these Terms, our Privacy Policy, or any use of the website or portal.

These Terms, the Privacy Policy, and the CARFAC Member Legal Services Agreement may be updated from time to time as required by changes in law, professional obligations, or operational needs.

The most current versions will always be available on this website. By continuing to use the website or portal after any changes are posted, you consent to the updated terms. We encourage you to review these Terms, the Privacy Policy, and any applicable program agreements periodically.

Where a material change is made, we will make reasonable efforts to notify you through the portal or by email. Changes to these Terms will not affect legal services already in progress under an executed Engagement Letter.

Changes to the terms of a specific engagement must be confirmed in writing through the portal or by signed amendment. Verbal modifications are not binding.

These Terms and any dispute, controversy, proceedings, or claim of whatever nature arising out of or in any way relating to these Terms will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable within Ontario without regard to conflict of law provisions. The Ontario Superior Court of Justice will have exclusive jurisdiction to resolve any disputes relating to these Terms.

We may terminate your access to and use of the website, portal, and related services at our sole discretion, at any time and without notice to you.

These Terms constitute the entire agreement between us with respect to the subject matter hereof, and supersede all communications, representations, or agreements, either oral or written, with respect to this subject matter. In the event any portion of these Terms are found to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the enforceability or validity of any other portion of these Terms and which shall remain in full force and effect and be construed as if the invalid or unenforceable portion were not part of these Terms. Our failure to insist upon or enforce strict performance of any provision of the Terms or any right shall not be construed as a waiver of any such provision or right.

If you have any questions about these Terms, you can email us at privacy@entcounsel.com. Please note that we may need to confirm your identity or request additional details in order to process your request.