General Counsel

University Park, IL
Full Time
02-11-2019
Practice Areas: Commercial Transactional Exp.: 12+ Years
Description:
Job Summary
Applied Systems, Inc., a worldwide leader in insurance technology, is currently searching for a General Counsel to join our Legal department. The General Counsel position is responsible for overall leadership of the company’s strategic as well as tactical legal operations. The General Counsel provides management across the organization with effective and innovative legal advice on company strategies and their implementation, manages the legal function, and obtains and oversees the work of outside counsel. This position hires, develops and leads a talented, geographically-dispersed team of legal professionals and outside counsel to support the Applied Systems business.

The General Counsel drafts, reviews and negotiates a broad range of technology-related agreements and program development opportunities, advising on potential risk and devising creative and practical legal solutions to meet business needs. This position works with colleagues domestically and internationally to understand key IP and commercial requirements and ensure contractual terms comply with corporate directives, policies and procedures. The General Counsel also provides legal guidance on general corporate matters as they arise, including but not limited to capital structure, acquisitions and divestitures, employment, real estate and litigation. The General Counsel stays on top of applicable laws, regulations and industry guidance that impact Applied’s business, and assist in the design and implementation of appropriate policies and programs to ensure compliance with applicable law.

Additional responsibilities include:
  • Structures and manages the company’s internal legal function and staff. Oversees the selection, retention, management and evaluation of all outside counsel.
  • Manages and develops all legal-related corporate policies, procedures, programs and contractual frameworks to support the US and international operations of the business.
  • Serves as key lawyer and legal advisor on all major business transactions, including acquisitions, divestitures, investments and partnerships.
  • Leads all legal due diligence activities on acquisitions and divestitures. Company has completed nine acquisitions since 2011.
  • Advises on legal aspects of the company’s financing and capital structure, including assessing and advising on current and future corporate structures and legal entities.
  • Works closely and collaborates with all functions throughout the company on business and product initiatives to ensure compliance with regulatory and contractual obligations.
  • Oversees matters related to intellectual property protection and compliance, including patent, trademark, copyright, trade secrets and open source software.
  • Manages and negotiates important customer contracts and technology agreements to support the strategic growth plan and minimize the risk exposure of the business.

Requirements:
  • Holds a JD from an accredited U.S. law school and is a member in good standing of a U.S. State bar.
  • Track record of success at a major law firm or in-house with a multinational corporation, with 12+ years of legal experience focusing on complex commercial transactions and demonstrating a deep knowledge of technology-related laws.
  • Significant experience working in the software industry and specific experience with SaaS/Cloud companies and business models is preferred. Knowledge of and experience working within the insurance industry is considered a plus.
  • Extensive background in drafting and negotiating customer, vendor and other third-party agreements, including software, professional services, intellectual property and technology licenses on a domestic and international level.
  • Broad experience in various types of intellectual property law, including patent, trademark, copyright, trade secrets, R&D and marketing matters. Experience in acquiring, managing and licensing IP rights and IP due diligence.
  • Experience with cybersecurity, privacy, security and data use matters (e.g. GDPR, GLBA, PIPEDA, NY/CA state privacy laws) and compliance programs.
  • Expertise on matters related to corporate formation, governance, diligence, insurance, risk assessment/management, and advising a board of directors (reporting, advising, record-keeping and issuing notices/resolutions).
  • Experience managing or participating in commercial litigation, enforcement of rights and dispute resolution.
  • Exposure to or familiarity with the following areas of law: securities, antitrust, ethics/anti-corruption, real estate (purchase and lease), employment and international law.
  • Experience managing attorneys and supervising support staff at a major law firm or in-house with a corporation. Experience with effectively managing department budgets and third-party legal resources.
  • Experience with internal information governance and record retention policies and tools.
  • Strong communication and organizational skills. High integrity, consistency and adherence to corporate values.

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