Director, Corporate & Commercial

Overview

This role is a senior attorney position within the Legal Department responsible for providing practical, business-oriented legal counsel across corporate, commercial, and transactional matters.

Reporting to the General Counsel, the Director independently manages significant areas of legal work, advises business and functional leaders, supports strategic initiatives, and partners with the Contracts organization and other departments across the enterprise.

Strong business judgment is required—especially to independently manage sophisticated legal matters and to determine when matters should be elevated based on complexity, significance, or enterprise impact.

Responsibilities

Corporate and Governance Matters

• Manage subsidiary and affiliate governance, including corporate resolutions, consents, and other entity actions.
• Advise regarding corporate authority, delegations, intercompany arrangements, and organizational structures.
• Support corporate restructurings, investments, joint ventures, and other strategic corporate initiatives.
• Partner with Legal Operations on entity records, governance documentation, and related processes.
• Identify and address governance or structural issues requiring legal attention.

Financing and Secured Transactions

• Serve as a resource regarding the company’s asset-based lending facility and other financing arrangements.
• Advise regarding credit agreements, amendments, waivers, consents, guarantees, lender requirements, collateral, and covenant matters.
• Advise regarding UCC Article 9, security interests, liens, purchase-money security interests, consignments, inventory arrangements, and title-transfer issues.
• Support significant financing and refinancing transactions.
• Coordinate with Finance, Treasury, and outside financing counsel as appropriate.

Commercial Legal Matters

• Provide substantive legal advice regarding significant commercial relationships and business arrangements.
• Serve as the primary legal resource for complex matters escalated by the Contracts organization.
• Advise regarding indemnification, limitations of liability, warranties, exclusivity, termination rights, insurance, risk allocation, intellectual property, data rights, and other material contractual issues.
• Advise business leaders regarding interpretation of significant contractual rights and obligations.
• Support significant manufacturer, supplier, customer, technology, and other strategic business relationships.
• Assist with resolution of contractual disputes and recurring commercial legal issues.

Note: The Contracts organization leads contract intake, workflow, negotiation processes, execution, administration, and related contracting operations.

Strategic Transactions

• Support acquisitions, divestitures, investments, joint ventures, and other strategic transactions.
• Participate in legal due diligence and risk assessment.
• Draft, review, and negotiate transaction documents.
• Coordinate with business stakeholders and outside counsel.
• Support transaction execution, closing, and post-closing integration activities.

Intellectual Property

• Manage the company’s trademark and other intellectual-property portfolio.
• Coordinate trademark applications, renewals, and enforcement matters with outside intellectual-property counsel.
• Advise regarding copyrights, trade names, licensing, intellectual-property ownership, work-made-for-hire arrangements, and development arrangements.
• Advise regarding brand protection and intellectual-property issues arising in commercial relationships.
• Establish processes to identify, protect, and appropriately document company intellectual property.

Technology, Data, and Artificial Intelligence

• Advise regarding software licensing, SaaS arrangements, technology procurement, development arrangements, and other technology transactions.
• Address commercial and contractual issues involving data ownership, data use, artificial intelligence, and intellectual-property rights.
• Develop appropriate legal standards for technology and AI contracting.
• Coordinate with regulatory, privacy, cybersecurity, and other subject-matter resources where technology or data arrangements implicate regulated information or specialized requirements.

Employment Matters

• Provide legal support to Human Resources regarding employment-law matters, including wage-and-hour issues, compensation, leave and PTO requirements, arbitration programs, restrictive covenants, immigration-related employment issues, and workplace policies.
• Assist with employee-relations matters and employment disputes.
• Support employment-law training and preventive legal initiatives.

Real Estate

• Advise regarding leases, lease amendments, renewals, expansions, relocations, and other real-estate matters.
• Address landlord/tenant disputes and facility-related contractual issues.
• Support significant real-estate transactions and facilities initiatives.

Litigation, Disputes, and Bankruptcy

• Manage assigned commercial disputes, threatened claims, and pre-litigation matters.
• Manage day-to-day litigation activities and coordinate outside litigation counsel.
• Support discovery, litigation holds, subpoenas, and other litigation-related processes.
• Advise regarding creditor and bankruptcy matters, including proofs of claim, preference demands, and available defenses.
• Analyze recurring disputes and claims to identify opportunities for preventive legal action.

Government Contracting

• Advise regarding commercial and contractual aspects of government contracting.
• Coordinate with Regulatory, Compliance, and other functions regarding ongoing government-contracting requirements.

Proactive Responsibilities

In addition to responding to incoming matters, this role is expected to develop a preventive, forward-looking legal function.

Responsibilities include:

• Develop an annual Corporate & Commercial Legal Risk Plan identifying priority legal issues and preventive initiatives.
• Conduct periodic reviews of financing obligations, significant covenants, and material lender requirements.
• Conduct periodic reviews of subsidiary and affiliate governance and corporate records.
• Maintain and periodically assess the intellectual-property portfolio and identify protection gaps.
• Analyze recurring contract escalations, disputes, and claims to identify systemic legal or business issues.
• Partner with the Contracts organization to develop playbooks, escalation standards, and approved positions for recurring contractual issues.
• Monitor relevant corporate, commercial, employment, technology, AI, financing, intellectual-property, and related legal developments.
• Identify opportunities to develop guidance, decision tools, templates, and training for recurring legal issues.
• Evaluate whether selected outside-counsel work can be handled more efficiently internally or through alternative arrangements.
• Partner with Legal Operations to develop meaningful matter, workload, and outside-counsel metrics.
• Proactively identify legal risks associated with new business initiatives before implementation.

Judgment and Escalation

• Independently manage matters within the scope of the position using sound legal and business judgment regarding appropriate escalation.
• Matters presenting significant enterprise risk, material financial or reputational exposure, novel or unsettled legal issues, significant government scrutiny, major strategic implications, or other issues warranting executive-level legal judgment should be elevated as appropriate.

Requirements

• J.D. from an accredited law school.
• Active membership in good standing in at least one U.S. jurisdiction.
• Approximately 7–10+ years of relevant legal experience.
• Significant corporate and commercial legal experience.
• Demonstrated ability to independently manage sophisticated legal matters.
• Strong business judgment and ability to translate legal issues into practical business advice.
• Strong written and verbal communication skills.
• Ability to work effectively with senior business leaders and cross-functional teams.
• Experience managing outside counsel and complex legal projects.

Preferred Qualifications

• Experience with financing, secured transactions, intellectual property, technology, employment matters, healthcare, life sciences, or other relevant areas.

Physical Requirements

• Vision, hearing, speech, and movements requiring the use of wrists, hands, and/or fingers.
• Ability to view a computer screen for prolonged periods and sit for extended periods.
• Ability to work the hours and days required to complete the essential functions of the position, as scheduled.
• Ability to lift and maneuver items of at least 20 lbs.
• Ability to travel occasionally.
• Working conditions include a normal office setting.

Mental Demands

• Learning, thinking, concentration, and ability to work under pressure, particularly during busy periods.
• Ability to pay close attention to detail.
• Ability to work as a member of a team to ensure excellent customer service.
• Ability to interact effectively with co-workers and customers and exercise self-control and diplomacy in customer and employee relations situations.
• Ability to exercise discretion and make appropriate judgments when necessary.
• Proactive in finding solutions.

Compensation & Benefits

No compensation or benefits details were provided.

Location

No location information was provided.

Additional Information

• Direct reports: No.
• Equal opportunity employer statement: The employer prohibits discrimination and harassment based on race, color, religion, national origin, physical or mental disability, gender, age (40 years and over), qualified veteran status, and any other characteristic protected by state or federal anti-discrimination law. Discrimination is also prohibited based on the perception that someone has any protected characteristic or is associated with someone who has or is perceived as having such characteristics.

Acknowledgement

This job description is intended to describe the general nature and level of work performed and is not intended to be an exhaustive list of responsibilities, duties, or skills required. Essential functions may change as deemed necessary by the manager.