Sr. Transactions Counsel

Barnhart Crane & Rigging•Memphis, TN

About The Position

The Senior Transactions Counsel helps lead all legal aspects of Barnhart's commercial transactions — contract review and negotiation, commercial non-insured disputes and litigation, merger and acquisition support, and the legal structure and governance supporting Barnhart's commercial activities — and leads the team responsible for that work. This role exists to serve the branches. It partners closely with Branch Managers, Sales Teams, Operations, and Senior Leadership as a hands-on advisor who helps them understand and manage risk, move quickly, and win work. The Senior Transactions Counsel is a trusted advisor on transactional risk, negotiates as needed directly with customers and other contracting parties, directs outside counsel on uninsured commercial disputes, and works with Senior Management to align legal strategy with business objectives. The role requires strong legal judgment, business acumen, and the ability to reach practical solutions that appropriately balance risk and commercial opportunity. Success in this role means the branches view Legal as a partner that helps them win work and manage risk rather than a bottleneck. It means a high-performing contract review team, contract terms that are consistently negotiated in Barnhart's favor, disputes resolved efficiently and on favorable terms, acquisitions and corporate transactions executed cleanly, and clear visibility for Senior Leadership into the company's transactional risk. The Senior Transactions Counsel is a trusted advisor who enables growth, drives continuous improvement, and protects Barnhart's interests across all commercial activity.

Requirements

Juris Doctor degree
Active law license
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 team of high-performing individuals
Proven ability to influence and align management around risk
Deep understanding of contract law, legal terminology, and liability issues
Proficient in Microsoft Office, experience with CLM systems, and AI assistant

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
Exceptional contract drafting and negotiation skills
Strong business judgment and risk assessment capabilities
Ability to communicate legal concepts to non-legal audiences and deliver clear, actionable guidance
A servant leadership orientation and genuine interest in helping the branches succeed
Strong leadership, coaching, and stakeholder management skills
Ability to manage multiple high-priority matters simultaneously and set priorities in a fast-moving environment

Responsibilities

Serve as the primary legal partner to branch and regional leadership, providing responsive, practical counsel on transactions from pursuit through project closeout.
Advise branch and sales teams on risk before commitments are made — evaluating scope, pricing and schedule exposure, indemnity and insurance obligations, and customer terms.
Build risk literacy in the field by training branch and sales personnel on contract fundamentals, high-risk provisions, escalation triggers, and when to involve Legal.
Give clear, timely, decision-ready answers, and treat responsiveness to the branches as a core measure of the role. Visit branches and job sites as needed to understand operating realities and strengthen working relationships.
Lead the review, negotiate and draft as appropriate and necessary, including Master Services Agreements, project agreements, purchase orders, subcontracts, vendor and equipment agreements, statements of work, teaming agreements, and NDAs.
Negotiate directly with customers, vendors, and other contracting parties as required on indemnity, limitation of liability, consequential damages, warranty, insurance, termination, and dispute resolution terms.
Own the end-to-end contract process — intake, review, internal alignment, approval, and execution — and hold it to service levels that match the pace of the business.
Develop and maintain contract standards, fallback positions, templates, and playbooks so recurring issues are resolved consistently and without unnecessary escalation.
Oversee the development of a legal database that improves visibility, risk identification, and supports strategic decision making around commercial transactions.
Lead, develop, and manage the contract review team, including performance management, coaching, training, workload prioritization, and staffing strategy.
Build depth in contractual risk assessment and negotiation so the team can support the branches with confidence. Develop team members for greater responsibility over time.
Drive efficiency and timely execution through process improvement, appropriate staffing, and the adoption of AI-enabled contract review and legal technology.
Lead Barnhart's response to non-insured commercial disputes, including claims, demands, defaults, liens, delay and damage claims. Advise on contract interpretation questions arising during project execution.
Direct non-insured commercial litigation and arbitration: set case strategy, select and manage outside counsel, control legal spend and budgets, oversee discovery and document preservation, work with outside counsel to prepare company witnesses, and lead settlement negotiations with business leadership.
Partner with Risk Management and Insurance on coverage analysis, claim tenders, and claims strategy.
Feed lessons from claims, disputes, and losses back into contract standards, templates, and branch training, and recommend process changes that reduce recurring exposure.
Lead legal workstreams on acquisitions, divestitures, and other strategic transactions, including letters of intent, confidentiality agreements, purchase agreements, disclosure schedules, closing, and post-closing integration.
Manage outside counsel and where required.
Maintain, form, and transfer corporate entities as required to carry out Barnhart's objectives; 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.
Serve as a strategic legal advisor to Senior Leadership on transactional risk, influencing alignment on risk mitigation strategy and supporting commercial growth.