Assistant General Counsel, Contracts

Job Title

Responsibilities include but are not limited to:

• Contract Drafting, Negotiation & Advisory
  • Draft, review, negotiate, and advise on a broad range of technology and commercial contracts, including:
  • SaaS / Cloud Services Agreements (subscription models, service terms, SLAs, support, renewals).
  • Software Licenses.
  • Consulting & Professional Services Agreements (SOWs, change orders, milestone-based deliverables).
  • Data Agreements (data sharing, data use restrictions, data processing terms, analytics, model training restrictions where applicable).
  • Vendor/Partner Agreements involving integrations, APIs, implementation, and managed services.
• Provide pragmatic counsel on contract structure and key negotiation points, including scope, pricing, indemnities, limitations of liability, warranties, IP ownership, confidentiality, security obligations, and termination rights.
• Translate legal concepts into clear, actionable guidance for business partners and help drive deals to closure efficiently.
• Risk Management & Compliance Collaboration
  • Partner with Privacy and Information Security teams to evaluate and negotiate contractual provisions regarding:
  • Data protection and privacy requirements (e.g., handling of personal and sensitive data).
  • Security controls, incident notification, audit rights, and vendor governance.
  • Subprocessors/subcontractors, cross-border considerations, and data retention/destruction.
• Support third-party risk management processes by ensuring contracts align with internal policies and controls.
• Identify recurring legal risks and recommend playbooks, fallback positions, and process improvements.
• Process Improvement & Cross-Functional Enablement
  • Develop and maintain contract templates, clause libraries, playbooks, and training materials for stakeholders.
  • Drive improvements in contracting workflows, including partnership with procurement and CLM tools.
  • Provide internal training for business clients on key contract terms, negotiation strategy, and risk awareness.
• Stakeholder Management & Leadership
  • Serve as the primary legal point of contact for assigned business units and build trusted relationships with leaders and cross-functional teams.
  • Manage outside counsel as needed for specialized matters, including cost control and quality oversight.

Required Skills:

• Business judgment & pragmatism: balances legal risk with operational needs and deal momentum.
• Negotiation strength: confidently negotiates complex deals with internal and external stakeholders.
• Ownership & responsiveness: drives matters to closure with excellent follow-through and prioritization.
• Collaboration:
  
  strong cross-functional partner; solution-oriented and approachable.
• Analytical rigor: identifies key issues quickly; escalates appropriately; proposes options.

Required Experience:

• Juris Doctor (JD) from an accredited law school and active bar membership in at least one U.S. jurisdiction (in good standing).
• 5--10 years of relevant legal experience with substantial focus on technology transactions and commercial contracting, gained in-house and/or at a law firm.
• Strong command of market contract positions and negotiation strategy on:
  • Indemnification (IP, data/security, third-party claims).
  • Limitation of liability (caps, carve-outs, exclusions).
  • SLAs/service credits, uptime commitments, and remedies.
  • IP rights and ownership of deliverables and custom developments.
  • Security requirements, audit rights, and incident response obligations.
  • Term/renewal, termination assistance, and transition services.
• Excellent writing, issue-spotting, and communication skills with the ability to influence stakeholders.

Preferred Experience:

• Prior experience in a regulated industry (financial services, healthcare, insurance, energy, etc.).
• Familiarity with privacy/security frameworks and contractual controls (e.g., vendor security exhibits, SOC reports, audit standards).
• Experience supporting procurement and vendor governance programs, including third-party risk management concepts.
• Comfort with technology and product concepts (APIs, integrations, hosting models, data flows, AI/ML provisions, etc.).
• Experience implementing or optimizing CLM systems, templates, or contracting playbooks.