Commercial Counsel, Government Contracts

xAI•Palo Alto, CA

17d

About The Position

About xAI xAI’s mission is to create AI systems that can accurately understand the universe and aid humanity in its pursuit of knowledge. Our team is small, highly motivated, and focused on engineering excellence. This organization is for individuals who appreciate challenging themselves and thrive on curiosity. We operate with a flat organizational structure. All employees are expected to be hands-on and to contribute directly to the company’s mission. Leadership is given to those who show initiative and consistently deliver excellence. Work ethic and strong prioritization skills are important. All engineers are expected to have strong communication skills. They should be able to concisely and accurately share knowledge with their teammates. About the Role As Commercial Counsel with a focus on government contracts, you will serve as a key legal partner to xAI's business teams, providing strategic advice on federal, state, and local government contracting matters. You will support the company's growth in the public sector by enabling compliant, efficient pursuit and execution of government opportunities involving AI and advanced technologies. This role requires deep expertise in government procurement laws and regulations, combined with strong commercial negotiation skills in a fast-paced tech environment.

Requirements

J.D. from an accredited law school and active membership in good standing in at least one U.S. state bar (California or District of Columbia preferred).
8+ years of relevant experience in government contracts law, gained at a top law firm, in-house at a technology company, and/or in government (a mix is ideal).
Substantial experience drafting and negotiating complex government contracts, with a strong understanding of FAR/DFARS compliance, cost accounting standards, and socioeconomic requirements.
Proven track record advising on federal procurement processes, including GSA schedules, OTAs, and other innovative contracting vehicles.
Excellent analytical, writing, and communication skills, with the ability to provide clear, practical advice to non-legal stakeholders.
Demonstrated ability to manage multiple priorities in a dynamic, high-growth environment and propose creative solutions to novel challenges.
Passion for technology, AI, and mission-driven work.

Nice To Haves

Experience with government contracts involving software, AI, cloud services, or data analytics.
Prior in-house experience at a technology or defense contractor.
Familiarity with U.S. Department of War, intelligence community, or civilian agency contracting.
Active security clearance (or eligibility to obtain one).

Responsibilities

Draft, review, negotiate, and manage a wide range of government contracts, including software licenses, SaaS agreements, services contracts, teaming agreements, and subcontracts.
Advise on compliance with applicable laws and regulations, including the Federal Acquisition Regulation (FAR), Defense Federal Acquisition Regulation Supplement (DFARS), agency-specific supplements, and other procurement rules.
Provide counsel on bid protests, claims, disputes, audits, investigations, and regulatory inquiries related to government contracts.
Support proposal preparation, including reviewing RFPs/RFIs, assessing risks, and ensuring compliance in submissions.
Collaborate cross-functionally with sales, product, engineering, finance, and compliance teams to structure deals that align with business objectives while mitigating legal risks.
Advise on related issues such as intellectual property ownership and licensing, data rights, privacy, cybersecurity requirements (e.g., CMMC), export controls, conflicts of interest, and ethics compliance.
Develop and maintain contract templates, playbooks, policies, and training materials to improve and scale government contracting processes.
Monitor changes in government contracting laws and regulations and provide proactive guidance to the business.