Director, Corporate & Commercial

A Specialty Infusion Company

  • Temecula, CA
  • 7 - 10 Years
  • Full Time
  • 247
  • 150,000 - 185,000 / Yearly
  • Not Specified
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Closing Date: 1st January, 2027

Description:

Job Description:
Why We Are - Who We Are: About FFF Enterprises

What We Do - https://www.fffenterprises.com/company/what-we-do.html

Position Summary:
The Director, Corporate & Commercial is a senior attorney within the Legal Department responsible for providing practical, business-oriented legal counsel across a broad range of corporate, commercial and transactional matters.

Reporting to the General Counsel, the Director will independently manage significant areas of legal work, advise business and functional leaders, support strategic initiatives and work closely with the Contracts organization and other departments across the enterprise.

The position requires strong business judgment, the ability to independently manage sophisticated legal matters and sound judgment regarding when matters should be elevated due to their complexity, significance or enterprise impact.

Key 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 the resolution of contractual disputes and recurring commercial legal issues.
  • The Contracts organization will continue to lead 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 other 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
The Director is expected to develop a preventive and forward-looking legal function in addition to responding to incoming matters.

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 Company's 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
The Director is expected to independently manage matters within the scope of the position and exercise 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.

Qualifications: