Senior Legal Counsel (Commercial, IP & AIFC)

Freedom Tech Ltd. is an AIFC-registered technology company developing brokerage and banking software platforms for financial institutions and group companies across multiple jurisdictions.

The company operates in a common law–based legal framework (AIFC) and combines it with the application of mandatory provisions of the law of the Republic of Kazakhstan, depending on the nature of the relationship and place of performance.

We are looking for a Senior Legal Counsel who will act as the primary in-house legal partner for the business and product teams, with a strong focus on commercial contracts, software licensing and intellectual property, while also covering employment and contractor matters in a cross-border environment.

This role is ideal for a lawyer who wants real ownership of legal decisions, not a narrow support function.

Responsibilities

1) Commercial contracts and counterparties

• Draft, review, negotiate, and manage commercial agreements with clients, vendors, and partners, including:
• software development and implementation agreements
• software licensing agreements (SaaS / on-premise)
• master service agreements (MSA), service level agreements (SLA)
• NDAs and confidentiality agreements
• Structure contractual models for development, deployment, and use of brokerage and banking platforms, including licensing, sublicensing, and restrictions on use.
• Advise business stakeholders on contractual risks and risk allocation (liability, warranties, indemnities, limitation of liability, acceptance criteria, change control, termination, remedies).

2) Intellectual property and software law

• Establish and maintain a robust IP chain of title for proprietary software, source code, documentation, and related materials.
• Support IP ownership and licensing structures for IP created by employees, contractors, and subcontractors (assignment vs. license models under AIFC/English law principles, with Kazakhstan mandatory rules where applicable).
• Draft and update IP-related provisions in:
• employment agreements
• services/works agreements
• client-facing license and service agreements
• Provide practical guidance on protection of confidential information and proprietary know-how in product development and delivery processes.

3) Employment and contractors

• Draft and manage employment agreements and related documentation under AIFC Employment Regulations.
• Advise on applicability and interaction between AIFC Employment Regulations and mandatory Kazakhstan labor requirements where relevant.
• Assess and manage employee vs. independent contractor classification risks.
• Structure services/works agreements with developers (individuals and sole proprietors), including cross-border arrangements, deliverables, acceptance, IP, confidentiality, and termination.

4) Corporate and regulatory support (AIFC) and corporate governance

• Provide day-to-day legal support of an AIFC Participant, including internal legal notes, risk assessments, and stakeholder guidance.
• Maintain corporate governance documentation and support corporate secretarial processes, including:
• preparation/review of board and shareholder resolutions, minutes, approvals, and delegations
• support for corporate actions and internal approval workflows
• maintenance of corporate registers and governance records (as applicable within the role)
• Liaise with AIFC authorities and, where required, Kazakhstan state bodies; coordinate external counsel when needed.
• Monitor legal developments in AIFC and Kazakhstan affecting technology, fintech, employment, IP, and contracting, and provide practical recommendations to the business.

Requirements

Mandatory

• Law Degree in Kazakh law (not less than muster in Kazakh law).
• LLM from an English-language program (a common-law jurisdiction or common-law-focused curriculum).
• Fluent English and Russian (legal drafting and professional communication).
• 10+ years of relevant legal experience in-house (or within the legal firm (specialties IT(fintech); , including significant hands-on practice in:
• commercial contracts (with strong exposure to IT/software agreements)
• software licensing and IP structuring (including chain of title for code)
• employment and contractor arrangements in cross-border settings
• Solid working knowledge of:
• AIFC / English law principles (commercial contracts, employment, IP)
• Republic of Kazakhstan law, including corporate, labor and IP aspects
• Strong ability to identify, explain, and mitigate legal risks in a dual-law and cross-jurisdictional environment.

Preferred (strong advantage)

• Experience working in AIFC or with AIFC Participants and AIFC authorities.
• Background in fintech/IT/software companies and/or regulated financial products.
• Exposure to brokerage or banking platforms.
• Familiarity with DORA and data protection and confidentiality requirements aligned with GDPR-level standards.

Competencies

• Excellent drafting and negotiation skills with a pragmatic, business-oriented approach.
• Strong prioritization and stakeholder management in a fast-paced product environment.
• High attention to detail, ownership mindset, and ability to work independently with minimal supervision.
• Clear communication of legal risks and options to non-legal teams.

Conditions

• Fully remote work format
• Fixed monthly payment in euros
• 21 working days of paid annual leave
• Paid sick leave
• Public holidays: New Year break (up to Jan 4–6) + May holidays (May 1–2 or 8–9)
• One additional paid day off per month
• Opportunity to attend conferences and pursue learning at the company’s expense
• Engaging, challenging tasks and a collaborative team environment
• A genuinely comfortable and professional work atmosphere