Sr. Transactions Counsel

Barnhart Crane & Rigging•Memphis, TN

20h

About The Position

The Senior Transactions Counsel leads Barnhart's legal work across commercial transactions, including contract review and negotiation, non-insured commercial disputes and litigation, mergers and acquisitions, and the legal structure and governance supporting commercial activity. The role leads the team responsible for this work and serves as a hands-on legal partner to branch and regional leadership, Sales, Operations, and Senior Leadership. It advises on transactional risk, negotiates with customers and other contracting parties, directs outside counsel on uninsured commercial disputes, and aligns legal strategy with business objectives. The position is intended to help the branches win work and manage risk by providing practical, timely counsel and enabling efficient contract review. It oversees the contract process and standards, develops team capability and legal technology, manages non-insured disputes and litigation, leads legal workstreams for strategic transactions, and advises on corporate entities, governance, and related commercial matters. The role also helps Senior Leadership maintain visibility into transactional risk and drives continuous improvement in legal processes.

Requirements

Juris Doctor degree.
Active law license.
At least 10 years of experience in commercial contracting, transactional, or related legal practice.
Experience managing commercial disputes and directing outside counsel.
Proven ability to lead and develop a high-performing team.
Proven ability to influence and align management around risk.
Deep understanding of contract law, legal terminology, and liability issues.
Proficiency in Microsoft Office.
Experience with CLM systems and AI assistants.
Exceptional contract drafting and negotiation skills.
Strong business judgment and risk assessment capabilities.
Ability to communicate legal concepts to non-legal audiences and provide clear, actionable guidance.
Servant leadership orientation and genuine interest in helping branches succeed.
Strong leadership, coaching, and stakeholder management skills.
Ability to manage multiple high-priority matters and set priorities in a fast-moving environment.

Nice To Haves

Experience supporting construction, industrial, energy, manufacturing, logistics, or project-based service organizations.
Experience negotiating indemnity, limitation of liability, warranty, insurance, and dispute resolution provisions.
M&A experience, including due diligence and purchase agreement negotiation.
Experience managing non-insured commercial litigation or arbitration through resolution.
Experience supporting a decentralized, multi-location organization.
Experience managing legal technology and AI-assisted contract review solutions.

Responsibilities

Serve as the primary legal partner to branch and regional leadership, advising on transactions from pursuit through project closeout.
Advise branch and sales teams on risk before commitments are made, including scope, pricing, schedule exposure, indemnity, insurance, and customer terms.
Train branch and sales personnel on contract fundamentals, high-risk provisions, escalation triggers, and when to involve Legal.
Provide clear, timely, decision-ready guidance and visit branches and job sites as needed.
Lead the review, negotiation, and drafting of commercial agreements, including master services agreements, project agreements, purchase orders, subcontracts, vendor and equipment agreements, statements of work, teaming agreements, and NDAs.
Negotiate contract provisions with customers, vendors, and other parties, including indemnity, limitations of liability, consequential damages, warranties, insurance, termination, and dispute resolution.
Own the end-to-end contract process, including intake, review, internal alignment, approval, and execution, and maintain service levels appropriate to the business.
Develop and maintain contract standards, fallback positions, templates, and playbooks.
Oversee development of a legal database to improve visibility, risk identification, and strategic decision-making for commercial transactions.
Lead, develop, and manage the contract review team, including performance management, coaching, training, workload prioritization, and staffing strategy.
Build the team's contractual risk assessment and negotiation capabilities and develop team members for greater responsibility.
Improve efficiency and timely execution through process improvements, appropriate staffing, and adoption of AI-enabled contract review and legal technology.
Lead Barnhart's response to non-insured commercial disputes, including claims, demands, defaults, liens, and delay and damage claims.
Advise on contract interpretation questions that arise during project execution.
Direct non-insured commercial litigation and arbitration by setting case strategy, selecting and managing outside counsel, controlling legal spend and budgets, overseeing discovery and document preservation, preparing company witnesses with outside counsel, and leading settlement negotiations with business leadership.
Partner with Risk Management and Insurance on coverage analysis, claim tenders, and claims strategy.
Use lessons from claims, disputes, and losses to update contract standards, templates, branch training, and processes that reduce recurring exposure.
Lead legal workstreams for acquisitions, divestitures, and other strategic transactions, including letters of intent, confidentiality agreements, purchase agreements, disclosure schedules, closing, and post-closing integration.
Manage outside counsel in connection with strategic transactions.
Maintain, form, and transfer corporate entities as needed, and prepare and maintain corporate governance documents and signature-authority and delegation structures.
Advise on real property, equipment, and financing transactions in coordination with Finance and Real Estate.
Ensure contract terms and transaction practices comply with corporate policies and applicable local, state, federal, and industry regulatory requirements.
Advise Senior Leadership on transactional risk, influence alignment on risk mitigation strategy, and support commercial growth.