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The Assistant General Counsel is a member of the Ernst & Young LLP (EY) U.S. General Counsel’s Office (GCO), that primarily supports one of the four EY Service Lines. Such support includes evaluating new services, developing templates, working on policies, negotiating services and related technology agreements, and other related legal support. In addition to traditional consulting services, agreements may include large, complex technology contracts, managed services and outsourcing, as well as emerging technologies. The role involves the negotiation of legal terms and conditions in various commercial agreements and contracts with third parties (including professional services agreements, technology services agreements, hosting agreements and SaaS agreements), and providing related advice to address, manage and mitigate identified risks. The work is complex and requires sound experience in professional services, technology, software licenses, contract drafting, privacy issues, intellectual property (including joint development and complex licensing arrangements) and the negotiation of large, complex deals. This role reports to the GCO Chief Commercial Counsel.

Essential Functions of the Job:

• Drafting, reviewing and negotiating contracts with third parties (including master service agreements, professional services agreements, outsourcing agreements, technology services agreements, systems implementation agreements, hosting agreements and SaaS agreements) and evaluating third party agreement templates against EY standards
• Providing practical advice and guidance to internal clients and stakeholders, and developing solutions to issues while effectively managing legal and practical business considerations
• Developing commercial knowledge of service offerings and key client sectors to support legal advice
• Working collaboratively with internal clients to develop strategies to address identified issues
• Advising client engagement teams and the relevant Service Line leaders of the key legal risks of the proposed project or contract, including the legal and regulatory issues that need to be addressed early in the process
• Coordinating with cross functional teams (tax, independence, information security) and legal colleagues (data privacy, employment, alliance) in order to provide a comprehensive risk assessment and risk management
• When considering items with implications beyond the EY U.S. firm, consulting with legal counsel in other member firms around the world to explain the objective of the activity, the data or personnel that will be impacted, how risks will be mitigated and managed; and addressing any remaining local issues with the affected member firms, the counterparty and other stakeholders
• Interpreting and explaining contract terms and conditions for internal clients and stakeholders
• Confirming that contracts are compliant with EY policies and maintaining an understanding of the impact of any changes in EY’s policies, organizational structure and procedures
• Contractually protecting EY’s intellectual property to prevent loss to third parties
• Providing input and feedback concerning GCO contracting procedures
• Effectively managing workflow, including multiple projects, in a proactive and highly responsive manner

Analytical/Decision Making Responsibilities:

• Provide advice based on the appropriate balance of risk mitigation and business interests on a real-time basis
• Use of independent judgment and thinking applied to resolution of issues
• Escalate identified key issues and contractual provisions in accordance with EY policies/protocols
• Work independently on projects, with limited direction, and draw upon knowledge and experience to deliver quality risk management

Knowledge and Skills Requirements:

• Excellent organizational skills; demonstrated ability to create, plan and successfully execute projects; and the ability to meet multiple deadlines in a fast-paced environment
• Excellent verbal and written communication skills, and the ability to interface and communicate effectively and diplomatically with all levels of EY personnel
• Experience with negotiation techniques, transactional analysis, contract law, IP, commercial agreements and workload/project management
• Excellent negotiation, drafting and interpersonal skills, with high degree of cultural and emotional intelligence
• Ability to understand, and accurately articulate and document, complex concepts
• Ability to assess size and scope of contemplated transactions and to tailor approach accordingly
• Understanding of when to consult with and seek the input of others
• Ability to prioritize multiple tasks with competing deadlines
• Ability to foster teamwork and maintain effective working relationships with internal clients/stakeholders
• Responsiveness with ability to manage high workload volumes efficiently and effectively
• Commercial, solution-oriented thinking, with a focus on exceptional client service

Supervision Responsibilities:

• The Assistant General Counsel will receive general direction from his/her supervisor and should consult with the supervisor when dealing with complex or high-risk issues
• This role is expected to work independently and should be comfortable proceeding based on guidance and general direction rather than hands-on micro management and supervision
• This position will also include training other team members on Service Line specific contractual requirements

Education:

• Bachelor's degree from an accredited 4-year college
• Juris Doctor from an accredited law school

Experience:

• Approximately 7 – 10 or more years of relevant work experience in a related role, with a particular emphasis on commercial matters
• Membership in a State Bar as an attorney; qualified to practice law as an in-house attorney in New York, DC or Georgia
• Good standing with the State Bar, including being current on individual state Continuing Legal Education requirements