Associate Counsel

Overview:
The Research Department’s mission is to provide talent and services that empower our research affiliates to innovate and convey discoveries that transform our knowledge economy in providing essential administrative services that enable faculty to focus their efforts on their academic and investigative projects. The office administers sponsored projects and delivers intellectual property and technology transfer services that fuel innovation, moving ideas and inventions to the marketplace.

Reporting to the Vice President of Research and the Chief Legal Officer and General Counsel, the Associate Counsel will play a key role in overseeing and coordinating a broad variety of legal and contractual functions in support of the department’s business operations. The Associate Counsel will focus on the efficient and effective management of all department’s business contracts and processes to ensure best industry standards are adhered to while protecting the legal interests of the institution and its affiliates (e.g., Lovelace Biomedical Research Institute, Westchester Medical Center, Touro University IRB, etc.). The Associate Counsel will be integrated into the fabric of the legal office of the New York Medical College.

**Responsibilities**:

- Review, draft, and negotiate a wide variety of contracts, including, but not limited to, contracts, license agreements, and other legal documents with contractors and subcontractors, vendors, research sponsors, and governmental entities.
- Manage contracts that may include commercial contracts, master services agreements, license agreements, non-disclosure agreements, material transfer agreements, equipment leases, sales and purchase agreements, and procurement contracts.
- Coordinate with internal administrative and scientific stakeholders to determine each stakeholder's contractual goals and needs and develop processes and policies to ensure compliance with legal requirements and Institute policies in all contracts.
- Facilitate contract negotiations and manage execution processes; interpret complex contractual language and clauses; optimize and maintain an organized contracts repository and ensure accurate and up-to-date records that are easily accessible.
- Manage litigation arising from Sponsored Programs activity, making appearances and presenting evidence at administrative hearings before administrative agencies, arbitrators, and other entities. Cases typically involve a breach of contract, patent infringement, employment discrimination, and/or negligence.

Support functional business units and operating locations through contract template development, contract interpretation and guidance, policy development and review, and training for campus leaders, managers, and employees.
- Assist with intellectual property and commercialization-related legal matters, development of transactional documents supporting public-private collaborations and industry partnerships and facilitate the financial and legal structuring of new business entities.
- Promote and support company policies, procedures, mission, values, and standards of ethics and integrity; support the corporation's control environment by helping to identify, assess, and manage legal risks and liabilities, assist with the creation, implementation, and enhancement of corporate processes, policies, and procedures, and partner with business unit leaders to identify and facilitate business process improvement initiatives.
- Provide general legal guidance and support to the Institute on a broad range of legal matters and situations and ensure best practices are followed related to relevant laws, regulations and industry best practices to ensure legal compliance and mitigate risks.
- Perform other legal and administrative functions to support the RF's strategic and operating plans. Conduct and/or assist the departments of Compliance and Internal Audit on investigations and other duties and tasks as required, assigned, and/or as needed.
- To comply with regulations by the American with Disabilities Act (ADA), the principal duties in job descriptions must be essential to the job. To identify essential functions, focus on the purpose and the result of the duties rather than the manner in which they are performed. The following definition applies: a job function is essential if removal of that function would fundamentally change the job.

(HR-2E) 10/2013 FLSA Classification, Exempt - Salary, Non-Exempt - Hourly

Qualifications:
**EDUCATION, QUALIFICATIONS AND SKILLS**

**Education requirement**:
JD from an accredited law school, membership in good standing, or eligibility for membership in NY State Bar.

**Technical/computer skills**:
Requires professional-level general computer skills, proficiency in Microsoft Word; competency in PowerPoint and advanced Excel, and the ability to learn other department-specific computer systems as needed.

**Prior experience**:
Must have a minimum of 3 years of directly related