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Job Description Summary

Under general direction, resolves highly complex business or technical issues by identifying legal solutions and recommending a course of action. Represents the organization to customers, suppliers, competitors and government agencies. Experienced in a broad range of legal areas such as commercial contracts, M&A, anti-trust laws, litigation and advising on product development.  May be a specialist of superior skill in a specific area of the law or a highly qualified senior generalist. Acts as a resource for colleagues with less experience and manages a team of attorneys supporting the Compliance Solutions business.

Governance, Risk and Compliance (“GRC”) is one of the four operating divisions of Wolters Kluwer.  GRC’s governance, risk and compliance information, tools and solutions are offered under brand names such as CT, ELM Solutions, Wolters Kluwer Lien Solutions, Wolters Kluwer Financial Services, eOriginal, BizFilings, and NRAI.  GRC provides market-leading solutions for registered agent, compliance and governance services, financial services, law department management and e-billing tools, and lien management. 

ABOUT OUR LAW DEPARTMENT, POSITION LOCATION AND REPORTING STRUCTURE:

The position will be part of the North American legal organization within the Wolters Kluwer law department. The Managing Counsel position may be located in New York or from a remote location. The Managing Counsel position will support the GRC Division’s Compliance Solutions business, and will report to the Assistant General Counsel for GRC.  

The Managing Counsel will manage multiple attorneys who support Compliance Solutions business lines and will be responsible for overseeing and strategically guiding the legal support for such business lines.

BASIC FUNCTIONS AND PRINCIPAL RESPONSIBILITIES:

The Managing Counsel will work closely with the senior management team of Compliance Solutions business lines on general commercial contracts (e.g., SaaS, licensing contracts, customer services contracts and vendor contracts), corporate and contractual matters and M&A transactions, as well as advising on intellectual property issues, product development legal issues, regulatory compliance and dispute matters.   

Specific accountabilities and responsibilities are expected to include the following:

• Providing comprehensive legal counseling regarding a broad spectrum of corporate, commercial, and intellectual property matters impacting the businesses, including legal issues related to SaaS, on premise software license and professional service offerings and strategic relationships. Advising the business on commercial and legal risks and appropriate risk mitigation strategies.
• Providing hands-on legal assistance in structuring and drafting, negotiating, interpreting, managing and enforcing material and high value commercial transactions, including (i) customer arrangements (including the preparation of master services agreements and related statements of work), (ii) partnering, joint venture, strategic alliance and franchise arrangements, and (iii) complex and high value licensing and software arrangements  (including SaaS services and related implementation agreements), business rules, content or data procurement (via inbound licenses or purchases), software procurement and development and IT services procurement agreements, and other types of  high value licensing-in and licensing-out arrangements.
• Counseling on regulatory and compliance matters impacting the businesses.
• Working closely with the business on contractual and regulatory exposures and risks relating to development of new customer offerings or services and related customer agreement terms, promotional and marketing activities, data protection and cybersecurity risks across different offerings. 
• Advising the business on the protection, management and monetization of intellectual property rights and identifying and implementing such intellectual property protections and opportunities through oversight and improvement of and training regarding the use and protection of intellectual property.
• Developing a strong rapport and working relationship with the management team of Compliance Solutions businesses to help drive the delivery of effective and high-quality legal services which are appropriately linked to relevant business needs, while at the same time helping drive greater consistency of approach and standards across Wolters Kluwer businesses.
• Developing an in-depth knowledge and understanding of Compliance Solutions, its people, organization, markets, products, customers, competitors and regulatory environment, in order to identify trends and provide high level legal/commercial advice to the businesses.
• Effectively manage outside counsel in a cost-effective manner, whether transactional, litigation or compliance in nature, and appropriately work with other attorneys within the Wolters Kluwer Law Department who may also be involved in supporting certain matters and managing outside counsel (e.g., litigation, HR matters, certain IT/IP areas).

EDUCATION AND EXPERIENCE:

The successful candidate will have a minimum of 8-10 years of progressively responsible corporate/commercial legal experience, preferably including experience with both a multi-national law firm and an established corporate law department.      

The successful candidate will have substantial legal experience focused on sophisticated commercial contracts. A strong working knowledge of, and experience and comfort with, SaaS arrangements and software and e-commerce transactions is a prerequisite. In addition, experience with financial products and data privacy/protection are strongly preferred.

Stellar academic and work credentials are essential, and outstanding communication, interpersonal, and leadership skills are critical to success.  The ideal candidate will have a proven track record of working well with and influencing members of the senior management teams of entrepreneurial organizations, and will possess the intellect, confidence and maturity to work with talented, dedicated, demanding client groups.

QUALIFICATIONS:

Strong intellect, excellent legal acumen and rigorous analytical skills, including:

• demonstrated proficiency in accurately evaluating, understanding and translating complex legal concepts, and converting that understanding into customary contractual terms or, when needed for enforcement or defense in contested situations and pleadings.
• the ability to identify, accurately report and prioritize legal opportunities, trends and risks.
• the willingness, talent and capability to be both an effective hands-on lawyer and a proactive manager of teams that may include internal cross-disciplinary business managers and outside counsel.
• significant, substantive and up-to-date knowledge of a wide range of commercial, corporate and intellectual property-related legal subject areas, with particular legal skill in dealing with the intersection of intellectual property and contractual law; and
• sound and well-respected legal and business judgment.

Superior legal drafting and negotiating skills, including competencies in:

• eliciting critical technical, financial and business information from diverse client constituencies (including business managers across all levels and positions/roles).
• quickly grasping sophisticated legal and contractual concepts.
• effectively articulating/advocating and defending important corporate interests, while retaining the ability to build internal consensus and identify compromise positions or alternative solutions.
• understanding and accurately translating key legal requirements and contractual provisions and their foreseeable, practical consequences, allowing management to make informed decisions regarding risk/compliance issues; and
• translating business objectives into clear, pragmatic and legally comprehensive and protective agreements.

CANDIDATES ALSO SHOULD HAVE:

• The ability to lead and manage direct report(s).
• The ability to grasp and facilitate business and financial objectives, both as a strategic contributor and as a “hands-on” lawyer, while providing objective, independent legal risk assessments and advice, consistent with Legal Team’s standards, and identifying alternative solutions where appropriate.
• Strong, proactive communications skills, including the demonstrated ability to translate into clear business terms and otherwise “demystify” complex legal concepts for less legally sophisticated client groups.
• Ability to work under pressure, meet deadlines juggle multiple projects with contending priorities, and adapt to change in a dynamic environment

ABOUT WOLTERS KLUWER

Wolters Kluwer N.V. (AEX: WKL) is a global leader in information services and solutions for professionals in the health, tax and accounting, risk and compliance, finance and legal sectors. We help our customers make critical decisions every day by providing expert solutions that combine deep domain knowledge with specialized technology and services.

For more information about our solutions and organization, visit www.wolterskluwer.com and follow us on Twitter, Facebook, LinkedIn, and YouTube.