Senior Counsel, is a corporate transactions attorney with demonstrated expertise in renewable energy law, encompassing corporate law, mergers and acquisitions (including joint ventures and partnerships), project finance, and procurement and construction contracts. This role involves leading the negotiation and review of contracts such as offtake-agreements, interconnection and transmission agreements, and real property agreements, while also addressing permitting matters and compliance issues within organized energy markets (i.e., ISOs/RTOs). Focused on grid-scale projects and pre-commercial operations, Senior Counsel, handles corporate governance matters and provides legal input for the development, construction, acquisition, financing, operation, maintenance, and disposition of infrastructure and renewable energy projects. Additionally, this position involves reviewing and negotiating service agreements and non-disclosure agreements as business needs arise, while offering leadership and guidance to the business in this specialized area of expertise.

Position can be based in one of the company's North America work locations referenced above. Other work location and work mode options will also be considered.

• Leads negotiations, drafting, and critical review of commercial contracts, merger and acquisition agreements (e.g., cash equity sales, buying and selling of projects) and ancillary documents, including joint ventures and partnerships; project debt finance documents; offtake agreements; and interconnection and transmission-related documents. Supports general project development and construction activities, including permitting and strategic planning, while providing counsel and advice to cross-functional stakeholders to establish the companys legal strategy for specific transactions and other corporate, transactional, and regulatory matters.
• Supports internal clients and other legal team members with the due diligence process for transactions related to project debt financing, project equity financing, purchase and sale agreements, build-transfer agreements, and design-build-sell agreements. Contributes to compliance with applicable laws and regulations and conducts legal research to stay abreast of changes affecting the company and its subsidiaries.
• Manages in-house counsel (if applicable), support staff, and/or outside legal corporate counsel engaged to represent the company when necessary. Provides strategic legal input and guidance on federal and state regulatory strategy and compliance, including developing state-specific regulatory guidance.
• Develops training programs related to company policies for North America employees and proactively recommends improvements to legal department processes to increase efficiency and mitigate legal risks.
• Leads, assists, and supports others in the legal department on an as-needed basis, demonstrating excellence in one or more subject matter areas of the company's business (e.g., project attorney duties, real estate, procurement, EPC contracting, financing, employment, and operating assets).
• Opportunity to leads negotiate, draf, and critical review of construction contracts, as well as contracts involving the sale or purchase of renewable energy generation and related equipment, and real property documents. Delivers expert legal advice on diverse topics, including corporate and project contracts, legal entity maintenance, project structuring, and litigation risks.
• Other duties as assigned.

In all cases, Senior Counsel is responsible to ensure company compliance with all applicable laws, regulations, and standards within scope of responsibility.

Supervision of Others: May manage up to 5 direct reports

• Current bar license from one or more North American jurisdictions. Admission to practice law and in good standing to practice law in at least one U.S. state or Canadian province/territory.
• Juris Doctorate from an ABA accredited US law school or Juris .Doctorate. LLB from an accredited Canadian law school.
• Typically, 10 years or more of legal experience with the above noted matters in a law firm and/or in-house experience.
• Substantive experience drafting, negotiating and providing critical review of:
• power purchase agreements, financial hedging agreements (including VPPAs), tax credit transfer agreements, interconnection agreements, permits, ISO/RTO tariffs and market rules, O6M and asset management agreements, and related project agreements for solar, wind and battery storage generating assets;
• M6A (eg., PSA, MIPSA, APA, ECCA, etc.) and joint venture operating agreements (eg., LLCAs, SHAs, etc.); and
• project financing and security agreements.
• Experience overseeing outside litigation counsel in litigation and other adversarial proceedings.
• Experience with a renewable energy company and/or renewable energy clients is preferred.

Skills/Knowledge/Abilities 60

• Familiarity with consulting services agreements, master services agreements, third party engagement letters, non-disclosure agreements and other routine general contracting arrangements.
• Ability to manage numerous, challenging work assignments simultaneously (with attention to detail) under aggressive deadlines in a fast-paced environment.
• Excellent oral and written communication skills, by openly communicating, actively listening, challenging ideas and processes, and setting reasonable expectations to achieve the best possible outcome. This includes the ability to effectively advise internal clients and senior management on complex legal matters.
• Excellent commercial drafting and negotiation skills.
• Excellent relationship-building skills, strong interpersonal skills. Team player with the ability to work effectively as part of a team and internal clients to foster creativity and leverage individual strengths. Respectful of colleagues, internal clients, external counsel, suppliers, contractors, and customers.
• Superior decision-making and problem-solving skills and demonstrated ability to exercise sound business judgment.

Physical Requirements:

Must be able to sit or stand at computer for a reasonable length of time typing and reading. Regularly required to walk or stand. 100% of time is spent in the office environment, utilizing computers (frequent use of various Microsoft software/programs), phones, and general office equipment.

Working Conditions:

85% of time is spent in the office environment utilizing computers (frequent use of various Microsoft software/programs), phones, and general office equipment. Travel is expected to visit vendors, home office, or conferences and meetings.

May contribute to the Legal departments budget process.