Commercial Counsel

Overview

The organization is seeking an experienced Commercial Counsel to join its legal team, with a focus on M&A and commercial transactions. This is a hands-on, deal-focused role for a transactional attorney who thrives in an operational environment and partners closely with commercial and project teams.

You will report to the General Counsel and work with teams across corporate development, operations, engineering, and other project groups on acquisitions, joint ventures, strategic partnerships, and other transactions as the organization grows its mining and processing portfolio.

Responsibilities

• Manage legal execution of acquisitions, joint ventures, strategic partnerships, and other transactions—from term sheets and letters of intent through definitive agreements, signing, closing, and post-closing integration.
• Oversee legal due diligence and translate findings into practical deal structures, risk allocation, and clear recommendations for leadership.
• Draft and negotiate long-term commercial agreements supporting project economics, including offtake, supply, and royalty arrangements, plus procurement contracts, and provide broader commercial legal support as needed.
• Partner with corporate development, operations, engineering, and other project teams to evaluate opportunities, identify risks early, and align deal terms with operational realities.
• Coordinate regulatory approvals required for transactions and support corporate and project financings, including government funding programs.
• Design, implement, and continuously improve scalable processes, playbooks, diligence checklists, and templates to drive efficiency and consistency across transactions.

Requirements

• J.D. from an accredited law school and active bar membership in good standing.
• 5+ years of experience as a transactional attorney, with significant M&A, joint venture, or strategic transaction experience (law firm and/or in-house).
• Demonstrated experience drafting and negotiating purchase agreements, joint venture agreements, and ancillary transaction documents, and running legal due diligence.
• Experience managing multiple deal workstreams and outside counsel through signing and closing.
• Strong drafting, negotiation, and analytical skills, with the ability to translate complex legal issues into clear, practical guidance for non-legal stakeholders.
• Ability to work independently, manage multiple competing priorities, and operate effectively in a fast-moving, resource-constrained environment with limited direction.
• High degree of ownership and accountability, with a collaborative, low-ego approach to move matters from start to finish.

Preferred Qualifications

• Experience in a fast-paced startup or similar organization.
• M&A training at a leading law firm, ideally combined with in-house or corporate development experience.
• Transaction experience in mining, metals, energy, natural resources, or infrastructure, including familiarity with mineral title, royalties, streaming, or offtake arrangements.
• Experience with cross-border transactions and foreign investment regimes, including CFIUS.
• Experience with project finance or government funding programs.
• Experience building or improving processes from scratch, including by leveraging software and/or AI.

Compensation & Benefits

Compensation and benefits details were not provided.

Location

• San Francisco, CA or Houston, TX or Remote
• May include limited travel expectations as needed.