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Legal Specialist The candidate will directly support and report to the General Counsel. Will maintain, assign, track and respond to legal requests as part of the company-wide legal intake process. Draft, review, revise, and negotiate a variety of commercial agreements, including master sales or services agreements (including SaaS subscription and on-premise license agreements), maintenance and support agreement, service level agreements (SLAs), sales quotes, purchase orders, professional services agreements, statements of work, order renewals, lease agreements, consulting services agreements, supplier/vendor agreements, reseller agreements, sales agency or referral agreements, Business Associate Agreements (BAA), and a variety of other commercial agreements. Review, revise and otherwise respond to requests for proposal or information. Draft, review, revise and negotiate confidentiality agreements. Assist with imposing confidentiality obligations on transaction working groups, and arranging execution of key agreements by the company's officers and directors. Interpret commercial contracts and legal analysis as requested and/or in anticipation of contract disputes. Provide general legal support to various business groups and respond to general legal inquires. Review, analyze and document commercial agreements as part of legal due diligence during mergers and acquisitions Perform other M&A activities, such as integration and administration. Provide legal support to Marketing (edit press releases, review marketing campaigns, sales promotions, etc.). Track and manage intellectual property portfolio (primarily trademarks, copyrights and patents). Assist with preparing materials for Board of Director and committee meetings, including agendas, minutes, resolutions and information packages for Board members. Assist with preparing, processing and maintaining statutory and regulatory filings and records (e.g., formations, articles of incorporation, bylaws, state qualifications filings, annual reports, proxies). Maintain the company's worldwide corporate records database and organizational charts. Support corporate restructurings, including assisting with the formation, merger or dissolution of entities. Assist with proxy statements, SEC reports and Section 16 filings (including Forms 3, 4, 5, 10-Q, 10-K, and 8-K). Assist with preparation for annual meetings. Support and administer D&O questionnaires. Interface with the company's stock transfer agent and financial printer. Establish and maintain legal files pursuant to record retention policy. Interface with many internal groups (e.g., Finance, Sales, Marketing, M&A, etc.) and outside counsel to provide corporate information and general corporate assistance. Paralegal certificate or degree with 3-5 years of paralegal experience, or JD degree with 2-3 years of experience is needed. Strong commercial transactional experience, preferably 2-3 years of commercial contract negotiation, drafting and administration is needed. Prefer intellectual property licensing experience. Prior knowledge and experience with intellectual property management is a plus. Corporate and securities and merger and acquisition experience a plus. Experience with data privacy and security a plus. Knowledge of Telephone Consumer Protection Act (TCPA) is a plus. Should have 2+ years of direct experience working with publicly traded companies (either in private practice or in-house). Excellent computer skills with proficiency in Microsoft Office and practice-related software is needed. Strong communication skills – interpersonal, presentation and written is essential.
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