Senior Counsel and Boeing executive (Director-level), providing functional support to the vice presidents and leadership teams for the Indirect Supply Chain, Transportation, Warehousing & Logistics, and Facilities & Asset Management functions in the Enterprise Operations, Finance & Sustainability organization. Additionally support the Sustainability team in various transactions relating to carbon offsets. Provide counsel to business and procurement clients in areas covering compliance, contract interpretation, and pre-litigation dispute resolution in both day-to-day business functions and related to issues such as supplier M&A transactions. Negotiate a wide range of U.S. and international agreements covering everything that Boeing consumes as a business (i.e., "anything that doesn't fly away in a plane"), including IT products and services (software, SaaS, PaaS, IaaS, Artificial Intelligence (AI), etc), tooling, equipment, construction, facilities, energy, transportation, shipping, and consulting, corporate, professional services, sponsorships, and donations, among many others, and provide an escalation point and work-product supervision for a paralegal team that also works on those agreements. Part of Enterprise team coordinating on AI procurement issues. Also the lead attorney supporting Boeing's Dreamlifter program. Supervise and coordinate with outside counsel on various projects, which includes budget setting/enforcement and distilling outside-counsel input for business executives.

Was lead attorney and SME for IT procurement and technology contracts, lead attorney for national retail (convenience) gift-card sales team, and division counsel for wholly owned subsidiary of InComm, reporting to InComm's SVP Legal & General Counsel.• 1st point of contact and owner for all legal issues arising at IPC. As a management-committee member, contributed to business-strategy meetings & decisions. • Negotiated, drafted, drove, and closed enterprise-wide complex commercial agreements, including all IT-procurement, enterprise sales, company-critical service procurements (including SaaS and other cloud-based services and professional services), and software and other intellectual property licenses, gift- and reward-card, & payments agreements. • Developed and improved form agreements (including fallbacks), and general & program-specific terms and conditions.• Developed legal compliance strategies in each stage of new product and corporate website development, including privacy, security, & related issues. • Directly interfaced with disparate stakeholder business groups across InComm, including IT, sales, data security, vendor management, & risk management. • Counseled business groups on day-to-day legal questions, including employment, antitrust, advertising, privacy, and contract interpretation. Identified, created, and drove process improvements to implement best practices. • Guided and trained business teams on regulatory compliance, including anti-trust, advertising, privacy, and corporate-policy compliance, including privacy, document-retention, insider-trading, gift-acceptance, & social media. Reviewed press releases and marketing materials/advertisements.• Coordinated w/ InComm finance, tax, and legal groups on all phases of select partnership and M&A-related transactions. • Established and maintained relationships with outside counsel, including establishing budgets and supervising work product.

Functioned as division counsel and management-committee member for wholly owned subsidiary of Nintendo of America Inc., reporting to SIRAS’ president with a dotted line to Nintendo of America's GC. Subsidiary was sold to InComm August 1, 2014.• As a SIRAS management-committee member, contributed to business-strategy meetings and decisions. 1st point of contact and owner for all legal issues arising in SIRAS’ business. • Developed legal compliance strategies in each stage of new-product and corporate-website development, including privacy, security, and related issues. • Negotiated, drafted, drove, and closed complex corporate commercial agreements, including all enterprise sales agreements, company-critical service agreements, in-licenses and out-licenses of key technology and intellectual property, and service-provider agreements. Developed and improved SIRAS' form agreements (including fallbacks), and general and program-specific terms and conditions.• Project managed across disparate stakeholder groups, including those within Nintendo.• Coordinated with Nintendo finance, tax, and legal groups on all phases of partnership and M&A-related transactions. • Directly interfaced with all SIRAS departments, including IT and sales. Counseled business groups on day-to-day legal questions, including employment, antitrust, advertising, privacy, and contract interpretation. Identified, created, and drove process improvements to implement best practices for SIRAS. Reviewed and oversaw SIRAS’ compliance with Nintendo corporate procedural requirements. • Guided and trained business teams on regulatory compliance, including anti-trust, advertising, privacy, and corporate-policy compliance, including privacy, document-retention, insider-trading, gift-acceptance, and social media. Reviewed press releases and marketing materials/advertisements.• Established and maintained relationships with outside counsel, and directly controlled their budgets, use, and work product.

Was legal counsel to transportation/logistics/supply-chain, regulatory-compliance & fulfillment-center teams in operations group, and for food/OTC product teams in retail group. Collaborated with cross-functional teams to achieve key goals. Also provided temporary, on-location support to UK team in Slough, England, UK, & to Amazon gift-card team.• Integrated with clients to proactively anticipate business needs. Negotiated, drafted, drove, and closed complex corporate commercial agreements, including agreements relating to: company-critical and worldwide services; in-licenses and out-licenses of key technology and intellectual property; supply-chain/logistics; contract-labor; content-acquisition; gift-card sales; general purchases (including design-and-build equipment purchases and RFPs); reseach collaborations with universities; and revolving lines-of-credit and equipment leases. Drafted and reviewed general-website, specific-program, and promotional T's&C's.• Project managed across disparate stakeholder groups and geographical business units. Drove operational review and contracts for private-label products from development through manufacture. Contributed to creation and implementation of ethical code of compliance for suppliers of private-label products. Provided counsel at each stage of product/service development for client teams.• Worked with compliance team to design and implement compliance programs to address regulatory issues, and coordinated with world-wide teams on implementation issues throughout the supply chain. Coordinated responses to regulatory inquiries from federal and state agencies, including the FTC, FDA, US DOT, and state attorneys general.• Created and drove process improvements to implement best practices within business client teams. Trained and guided retail and operations teams on regulatory compliance, including legal and corporate-policy compliance, including privacy, document-retention, insider-trading, and gift-acceptance.

As a mid-level corporate associate in the Emerging Companies Group, worked under direct partner supervision and took lead role in most transactions that often included supervising junior associates. • Directly interfaced with clients and negotiated with opposing counsel. Supervised teams and project-managed deals. • Negotiated, drafted, drove, and closed complex corporate agreements, including both in-licenses and out-licenses, OEM, service, and purchase agreements, and lines of credit. • Represented targets and purchasers in mergers and stock- and asset-purchase transactions. Negotiated, drafted, drove, and closed all M&A transaction agreements, as well as drafted and drove all BOD and stockholder approvals and correspondence to stockholders of targets and purchasers, including stockholder information statements, appraisal-rights notices and waivers, and required SEC disclosures.• Negotiated, drafted, drove, and closed U.S. and international private-placement term sheets and financing documents, including stock terms, and securities purchase, registration rights, voting, and management-rights agreements for seed through mezzanine financing rounds and PIPEs. • Negotiated and drafted non-compete agreements, employment agreements, restricted-stock purchase agreements, and drafted employee handbooks and policies, and equity-compensation plans and arrangements. • Supervised and reviewed due diligence for M&A and private-placement transactions, with emphasis on key-agreement due diligence.• Drafted and reviewed documents filed with SEC and managed filing process; researched SEC and SRO regulatory requirements.• Assisted companies to plan and structure for investor exits via IPOs and M&A transactions.• Counseled companies on regulatory compliance, including marketing and privacy compliance. • Attended BOD meetings as assistant secretary for clients, and drafted corporate maintenance documents, including BOD’s and stockholders’ meeting minutes.

As a third-year corporate associate, took lead role in smaller transactions and directly interfaced with clients and negotiated with opposing counsel, and also worked on teams under senior associates in larger transactions. • Drafted complex corporate agreements, including both in-licenses and out-licenses, OEM agreements, service agreements, and purchase agreements. Represented targets in mergers and stock- and/or asset-purchase transactions. • Participated in drafting all M&A transaction agreements, and drafted BOD and stockholder approvals, and correspondence to stockholders of targets and purchasers, including stockholder information statements and appraisal-rights notices and waivers. • Drafted private-placement term sheets and financing documents, including stock terms, and securities purchase, registration rights, voting, and management-rights agreements for seed through mezzanine financing rounds. • Drafted non-compete agreements, employment agreements, restricted-stock purchase agreements, employee handbooks and policies, employee offers and terminations, and equity-compensation plans and arrangements. • Supervised and reviewed due diligence for M&A and private-placement transactions, with emphasis on key-agreement due diligence. • Assisted companies to plan and structure for investor exits via IPOs and M&A transactions.• Counseled companies on regulatory compliance, including marketing and privacy compliance. • Drafted corporate maintenance documents, including BOD’s and stockholders’ meeting minutes.

As a junior corporate associate, worked on teams under senior associates on transactions and had direct client interaction with corporate clients. • Drafted complex corporate agreements, including both in-licenses and out-licenses, service agreements, purchase agreements, and lines of credit. • Drafted U.S. and international private-placement term sheets and financing documents, and agreements for private-equity fund formations and stock private placements, including fund-formation, management-company, and stock terms, as well as securities purchase, registration rights, voting, and management-rights agreements for seed through mezzanine financing rounds. • In M&A transactions, drafted BOD and stockholder approvals and correspondence to stockholders of targets and purchasers, including stockholder information statements and appraisal-rights notices and waivers. • Engaged in due diligence for M&A, public offerings and private-placement transactions, with emphasis on key-agreement due diligence. • Drafted non-compete agreements, employment agreements, restricted-stock purchase agreements, employee handbooks and policies, employee offers and terminations, stock-option plans, and equity-compensation plans and arrangements. • For public company clients, drafted and reviewed all SEC filings, including annual and periodic reports for U.S. and foreign private issuers. Researched questions on changes to securities laws and SEC and SRO regulations. • For public-market offerings, drafted and reviewed of all documents filed with SEC and managed filing process and due diligence, including interaction with opposing counsel, and drafted and reviewed closing documentation; researched SEC and SRO regulatory requirements.

Instructor for The Princeton Review, San Diego for SAT, LSAT, GRE, GMAT, MCAT Verbal from August 1997 - July 1998; Associate Director at The Princeton Review, San Diego from July 1998 - June 1999; Instructor for The Princeton Review, Nashville from August 1999 - May 2002.