As Assistant General Counsel, I supported the development and operation of a diverse fleet of natural gas and renewable energy projects. This included direct legal assistance to the asset management team and various portfolio companies that were recently acquired or established, Negotiated ISDAs, EEI, NAESB, EMAs, and FMAs with various counterparties financial and commercial counterparties. ProvideProxy General Counsel for Distributed Energy Projects Entity: Served as the proxy General Counselfor an entity specializing in behind-the-meter and utility-scale distributed energy projects, including gasfired CHP, battery energy storage facilities, solar, and geothermal (ground/air source heat pumps).Managed all legal aspects of the company from negotiating office leases to EPC/O&M contracts anddrafting and negotiating Energy as a Service (EaaS) agreements. Additionally, provided legal supportin the acquisition of a Canadian geothermal consulting company,Legal Counsel for RNG Landfill Development Partnership: Acted as legal counsel for LSP in aRenewable Natural Gas (RNG) Landfill development partnership with a key industry developer.Responsibilities included creating lease options and forms, negotiating EPC/O&M Agreements,preparing corporate governance documents, and drafting offtake agreements, highlighting my expertisein renewable energy project legal support.Legal Support for LS Power's Green Hydrogen and Wind Facilities Development: Provided legal supportfor an affiliate of LS Power in developing green hydrogen and wind facilities, as well as co-locatedrenewable projects on existing project boundaries of fossil fuel facilities. This role involved addressinglegal challenges in emerging renewable technologies and co-location strategies,

EVP and General Counsel for Retail Energy Company: As the Executive Vice President and GeneralCounsel for a large Commercial & Industrial and Mass Market Retail Energy Company, I spearheadedlegal strategies for integrating renewable energy, emergency generation, and energy efficiency serviceswith other Shell offerings, highlighting my role in strategic legal leadership and business integration.Management of Legal, Regulatory, and HR Teams: Managed a diverse team comprising twoattorneys, four contract administrators, two regulatory personnel, and two human resource employees,showcasing my leadership in multidisciplinary team management and operational oversight.Leadership Team Member in 130-Employee Company: As a member of the leadership team fora company with 130 employees, I contributed to strategic decision-making and organizationalmanagement, reflecting my executive-level leadership skills.Acquisition of Distressed REP Company Post-Winter Storm Uri: Successfully acquired a distressedRetail Electric Provider (REP) company and another REP’s book of customer contracts within 30 daysfollowing Winter Storm Uri, demonstrating my ability to manage high-stakes, time-sensitive transactions.Negotiation of Complex Commodity and Demand Response Agreements: Negotiated complexcommodity and demand response agreements, including those with renewable energy “additionality”requirements, with large national commercial and manufacturing companies, highlighting my expertisein complex energy contract negotiations.Negotiation of Distributed Generation (DG) Asset Sale Agreements: Successfully negotiated saleagreements for Distributed Generation assets, showcasing my capability in renewable energytransactions.MSA Negotiation with Major EDI Provider: Negotiated a Master Service Agreement (MSA) with a majorElectronic Data Interchange (EDI) provider, emphasizing my skills in strategic service agreementnegotiations.

Restructuring of Legal and Regulatory Department: Successfully led the complete restructuring of thelegal and regulatory department by implementing a disciplined approach to complaint managementand regulatory reporting using regtech and legal tech tools. This initiative resulted in a significantimprovement, with late regulatory filings and responses to customer complaint filings dropping to zero,showcasing my capability in departmental transformation and regulatory compliance.Executive Team Member for Business Strategy: Served on a four-member executive team responsiblefor deciding all business strategies and tactics, from market entry to sales channels, marketing, andoperations. This role highlighted my strategic input and decision-making skills in key business areas.Corporate Governance Responsibilities: Managed corporate governance, including preparing agendas,minutes, written consents and resolutions, delegations of authority, and handling officer appointmentsand resignations. This responsibility demonstrated my thorough understanding and management ofcorporate governance processes.Management of Litigation with Vendor: Successfully managed litigation against a door-to-door vendorseeking $1 million in damages for alleged misappropriation of property and tortious interference,showcasing my legal acumen and dispute resolution skills.Renegotiation of SAAS Billing Agreement: Re-negotiated a SAAS billing agreement with a billingcompany to minimize risk exposure related to the vendor's failure to meet Service Level Agreements(SLAs), highlighting my expertise in contract renegotiation and risk management.Legal Support in Sale of LifeEnergy's Customer Contracts: Provided comprehensive internal legalsupport for the sale process of LifeEnergy’s “book” of customer contracts. This included creating a duediligence room, negotiating the Purchase and Sale Agreement (PSA), preparing exhibits and schedules,and fulfilling regulatory obligations.

Support for Retail C&I Sales and Renewable Energy Teams: Provided crucial support to the retailCommercial & Industrial (C&I) sales group and renewable energy products team regarding all nonstandard sales confirmations. Successfully negotiated unique transactions with large C&I customers,showcasing my expertise in complex sales negotiations and understanding of renewable energyproducts.Lead Attorney for Energy Management Agreements and Structured Transactions: Acted as the leadattorney for all energy management agreements and structured transactions originating from theGeneration Services Group. This included overseeing QSE Services, Hedging, Power PurchaseAgreements (PPAs), and Demand Response programs, demonstrating my capability in managingdiverse and complex energy-related transactions.Supervision and Training of Paralegals and Contract Negotiators: Supervised a team of threeparalegals and contract negotiators, responsible for their training in the negotiation of ISDAs(International Swaps and Derivatives Association agreements) and NAESBs (North American EnergyStandards Board agreements) for both physical and financial energy products. Also provided training onancillary agreements such as Parent Guaranties and Letters of Credit, highlighting my leadership skillsand expertise in legal training and team management.

Lead Attorney in Creation of Retail Electricity Start-Ups: As the lead attorney, I played a pivotal rolein the establishment of four start-up retail electricity companies. My responsibilities encompassedobtaining necessary licensing, managing EDI testing, and executing ISO memberships and LDCagreements. Executive Team Member Managing Business Operations: As a member of the executive team, I wasinstrumental in managing all aspects of the business, including overseeing the administration of 401Kand insurance benefits.

Lead Attorney in Breach of Warranty Arbitration Defense: As the lead in-house attorney, I defendedthe company against a $1.5 billion breach of warranty arbitration claim by a German multinational.The arbitration decision resulted in a contractual obligation to repair and replace damaged blades andnacelles.Negotiation and Management of $1 Billion Wind Farm Sale: Responsible for negotiating and managingthe sale of a portfolio of four U.S. wind farms for $1 billion to various investors. This innovativetransaction, known as Project Gearbox, involved complex derivatives and synthetic PPAs, showcasingmy ability to structure and manage groundbreaking deals in the renewable energy sector.Coordination of Global Crane Agreement with Spanish Entities: Played a key role in coordinatingthe drafting of a global crane agreement with business leads and counsel in Spain, highlighting myinternational legal coordination skills.Closing of 38MW Wind Farm Sale in Pennsylvania: As the lead in-house attorney, I successfullynegotiated and closed the sale of a 38MW Wind Farm in Pennsylvania, demonstrating expertise inrenewable energy transactions.Negotiation of Balance of Plant Agreements for Wind Farm Projects: Led the negotiation of Balance ofPlant Agreements with M.A. Mortenson for three wind farm projects totaling 450 MW in Iowa, Illinois,and Texas, showcasing my capability in managing significant energy project contracts.EPC Agreement Negotiation and Construction Issue Management: Negotiated the EPC Agreementfor Sandy Ridge (Pennsylvania) with Delaney Construction and managed construction issues under apreexisting agreement with Blattner, highlighting my adeptness in complex project management.Favorable Settlement in Patent Infringement Claim: Negotiated a favorable settlement in a patentinfringement claim, significantly reducing expected litigation costs.

Lead Attorney in Multi-Billion Dollar Acquisition of Firstlight Enterprises: As the lead in-house attorney,I was responsible for negotiating and closing a multi-billion dollar acquisition of Firstlight Enterprises,a major Northeast power company. This included managing a portfolio of 15 diverse power generationfacilities. I oversaw all regulatory approvals, including HSR, CFIUS, and FERC authorizations, handledpost-signing due diligence, funds flow memorandum, and closing mechanics. Currently, I am the leadattorney overseeing the integration of Firstlight into the GSENA portfolio, demonstrating my proficiencyin high-value M&A transactions and regulatory compliance.Negotiation of EPC Agreement for Wood-Waste Power Plant: As the lead in-house attorney, I wasresponsible for negotiating the EPC agreement for a wood-waste power plant, highlighting my expertisein contract negotiation within the renewable energy sector.Due Diligence and Transactional Leadership for Over 40 Projects (2008): Conducted extensive duediligence and, in some cases, led the negotiation of purchase and sale agreements for over 40 projectsin 2008. My legal support encompassed confidentiality agreements, bid letter preparation, managingoutside counsel, negotiation of purchase and sale agreements, and executive presentations in Brusselsand Paris. I also prepared key legal documents and managed post-negotiation processes, showcasingcomprehensive legal project management and strategic planning.Corporate Functions and Secretarial Role: Responsible for various corporate functions, includingserving as Secretary for SUEZ Energy Development NA, Inc., and as the lead attorney for TractabelFinance USA, Inc., demonstrating versatility and leadership in corporate governance.Negotiation of Master Engineering and Consulting Service Agreements: As the lead attorney, Inegotiated various master engineering and consulting service agreements for GSENA subsidiaries,providing operational support.

Assistance in Sales Agreement Negotiations for Suez: Assisted the senior counsel for a Suez retail electricity provider in the daily negotiation of sales agreements with large industrial and commercial customers. This involved interfacing with sales personnel, customers, and their attorneys to explain contract aspects and resolve disputes, demonstrating my capabilities in contract negotiation and client relations.Legal Strategy Counseling for Suez: Counseled Suez on various legal strategies for effective bad debt collection and bankruptcy response, showcasing my expertise in commercial law and debt recovery strategies.Negotiation of Complex Transactions with Fortune 500 Companies: Successfully negotiated complex product transactions with Fortune 500 companies for service in multiple jurisdictions, demonstrating advanced negotiation skills and legal acumen in complex business environments.Development of Automated Sales Confirmation Builder: Collaborated with Operations and IT to develop an automated sales confirmation builder, showcasing my innovative approach to integrating technology in legal processes.Streamlining of Contract Management and Validation Processes: Streamlined contract management and validation processes, improving efficiency and accuracy in contract administration.Development of Unique Database Review Process: Developed a unique database review process for federal and state contracts, highlighting my ability to innovate in legal data management.Development of Contract Language for Sophisticated Product Offerings: Developed contract language for sophisticated product offerings, demonstrating my expertise in drafting complex legal documents.Participation in Multi-Department Green-e Products Team: Served as a member of a multi-department team charged with evaluating and implementing Green-e products, and entry into the Connecticut and residential markets, highlighting my collaborative skills and adaptability in new market initiatives.

Management Team Member Overseeing Operations: As part of a 5-member management team,I oversaw day-to-day operations including contract administration, customer care, switching,pricing, sales, credit and collections, billing, and IT. I also created and maintained contracts for allretail products for a diverse customer base, showcasing leadership and comprehensive contractmanagement skills.Drafting and Negotiation of Core Business Agreements: Drafted and negotiated essential businessagreements for industrial and commercial customers, aggregators, marketers, and brokers, as wellas executive employment and confidentiality agreements. This role demonstrated my expertise incommercial law and contract negotiation.Review of Wholesale Power Agreements and Transactions: Conducted thorough reviews of wholesalepower agreements and transactions for both retail and wholesale companies, emphasizing myproficiency in energy market transactions and regulatory compliance.Regulatory Compliance Auditing in Retail Electric Competition: Audited regulatory compliance withPublic Utility Commission of Texas (PUCT) rules and regulations related to retail electric competition.This included filing annual reports, Energy Facts Labels, REC filings, and managing customer complaintresponses, highlighting my meticulous attention to regulatory details.Acquisition of Judgments Against Defaulting Customers: Successfully acquired over $150,000 injudgments against defaulting customers in various courts, showcasing my effectiveness in litigation anddebt recovery.Successful Defense in Wrongful Termination Case: Defended a client in a wrongful termination lawsuitin state court, achieving dismissal with prejudice on a summary judgment motion, demonstrating skill inemployment law and litigation.Obtaining Temporary Restraining Order to Protect IP Assets: Successfully obtained a temporaryrestraining order in state court to protect a client's intellectual property assets.

Secondment to International Bank's Energy Trading Operation: Played a pivotal role in an internationalbank's newly formed energy trading operation, highlighting skills in cross-sector adaptation and energymarket strategies.Trading Documentation Audit for Major Florida Utility: Served as the lead attorney conducting acomprehensive trading documentation audit, demonstrating meticulous attention to detail and expertisein regulatory compliance.ISDA Foreign Currency and Interest Rate Swaps Negotiation: Acted as the lead attorney for a newlyderegulated electric power company, negotiating ISDA foreign currency and interest rate swaps withnine different banks. This role emphasized my capability in handling complex financial instruments andregulatory compliance.Representation in Renegotiation of Energy Services Agreement: As a senior regulatory/corporatecounsel, represented a power project developer in renegotiating an energy services agreement with athermal host, highlighting skills in contract renegotiation and energy project development.Representation of Power Aggregator Development for Texas School Districts: Led the legal teamrepresenting a developer of a political subdivision corporation to serve as a power aggregator for Texasschool districts, showcasing expertise in energy law and public sector agreements.Development of Financial Swap and Power Purchase Agreements: As the lead attorney, represented amajor liquids entity in the development of financial swap and power purchase agreement.

Risk Mitigation Advisory in California Energy Market: Provided expert advice to power tradingcompanies on mitigating risks associated with the California Power Exchange and CAISO during theCalifornia credit crisis. This role involved direct reporting to in-house General Counsels and showcasedmy deep understanding of energy market dynamics and risk management strategies.Strategic Bankruptcy Motion Planning for Power Trading Companies: Advised power trading companieson the development of preemptive motions in anticipation of bankruptcies by California utilities. Thisresponsibility underscored my expertise in proactive legal strategy formulation and bankruptcy lawwithin the energy sector.Supervision of Due Diligence in Asset Acquisition and Negotiation: Led due diligence efforts for apower company's bid for generation assets. Successfully negotiated a comprehensive power purchaseagreement related to this acquisition, demonstrating my negotiation skills and thorough understandingof energy market transactions.Development of Briefing Arguments in Texas Gas Rate Case: Assisted in the development of briefingarguments concerning the recovery of negative interest expense in a Texas gas rate case. This rolehighlighted my ability to formulate compelling legal arguments and understanding of regulatory ratecases.Advisory on Transactional Language for CAISO Market Deals: Advised a power trading company ondeveloping precise confirmation language for transactions in the CAISO market. This responsibilityshowcased my expertise in contract law and transactional details specific to the energy trading sector.

Senior Corporate/Regulatory Associate in Nuclear Fuel Storage Facility Acquisition: Represented thebuyer in the acquisition of a spent nuclear fuel storage facility, demonstrating expertise in complexregulatory compliance and corporate transactions within the energy sector.Strategic Regulatory Advisor to Major U.S. Utility: Provided expert strategic advice to a leading U.S.investor-owned utility on regulatory defenses against a hostile takeover, showcasing skills in corporategovernance and regulatory strategy.Representation of Financial Investors in Energy Sector: Acted as a senior corporate/regulatoryassociate representing financial investors in a Northeast retail power and gas sales company,underscoring proficiency in energy market investments and regulatory compliance.Negotiating Energy Supply Agreements for Retail Energy Company: Successfully negotiated gas andelectricity supply agreements on behalf of financial investors in a retail energy company, an affiliate ofEnron. This role highlighted negotiation skills and a deep understanding of the energy market dynamics.Advisory Role to Barbados Power & Light Company: Provided legal advice to the owner of theBarbados Power & Light Company regarding pending legislation affecting the utility industry inBarbados, reflecting international legal expertise and strategic advisory capabilities.Secondment to PG&E Generating Company: During a two-month secondment, supervised thedevelopment of the majority of power projects, showcasing leadership and project management skills inthe energy sector.Lead Associate in Duke Energy's Divestiture: Served as the lead regulatory and local corporateassociate for Duke Energy's divestiture of PanEnergy to CMS, demonstrating significant expertise incorporate divestitures and regulatory matters.Regulatory Associate for Canadian Utility's Asset Bid: Senior regulatory associate for aCanadian utility bidding on generation assets of a New York State utility.

Representation in Wood-Fired Generation Facility Development (Adirondack Park): Acted as the leadattorney representing both Canadian and U.S. energy companies in their efforts to develop a woodfired generation facility in the Adirondack Park. This role involved strategic lobbying with local andstate officials, including the New York State Power Authority, and initiating preliminary negotiationsfor a power purchase agreement. This position demonstrated my adeptness in energy law, regulatorylobbying, and contract negotiation.General Counsel for Alliance for Municipal Power (AMP): Served as the chief legal advisor for AMP,a coalition of 21 North Country towns and villages aiming to municipalize their electric distributionsystems. My responsibilities included drafting and negotiating a Letter of Intent (LOI), term sheet, andfinal development contract with The Wing Group (the project's developer). I also played a key rolein drafting and developing an intermunicipal agreement, showcasing my expertise in municipal law,contract drafting, and complex negotiations.Local Counsel for Wood-Fired Generation Plant (Lyonsdale, New York): Represented an owner/operator of a wood-fired generation plant in Lyonsdale, New York. My involvement included activeparticipation in various proceedings before the New York State Public Service Commission (NYPSC),addressing output limits and managing contract settlement negotiations. This role highlighted mycapabilities in regulatory compliance, dispute resolution, and strategic legal counseling in the energysector.

Municipal Representation in NYPSC Proceedings: Successfully advocated for multiple municipalitiesin a pivotal New York Public Service Commission (NYPSC) case. This involved compelling a localdistributor to extend natural gas services to both residential and commercial entities, showcasingsignificant negotiation and legal acumen.Special Counsel in Gas Service Contract Negotiations: Acted as the principal legal advisor for variousesteemed clients, including municipalities, a school district, BOCES, and a leading regional drug storechain. My role was pivotal in negotiating retail gas service contracts and securing favorable rates,demonstrating expertise in energy law and contract negotiation.Hydroelectric Facility Representation in NYPSC Proceedings and Power Purchase Agreements: Servedas special counsel for the owner of a local hydroelectric generation facility. My involvement was crucialin NYPSC proceedings concerning output limitations and played a key role in ongoing renegotiationswith a local utility for a power purchase agreement. This role highlighted my capabilities in regulatorycompliance and strategic negotiation in the energy sector.

Resource Recovery Facility Development (New Jersey): Led legal operations for a solid waste utility'sdevelopment of a facility, including regulatory compliance, document preparation, and rate counselroles.Environmental Counsel for Brooklyn Energy Project: Managed environmental permitting andnegotiations for a gas-fired project, including drafting key energy agreements.Investment Bank Solid Waste Facility Review (California): Conducted due diligence and legal analysisfor a bank reviewing a waste management facility, emphasizing environmental compliance.Contract Counsel for Environmental Review Services: Drafted and negotiated agreements for acompany providing environmental services to financial institutions.Medical Waste Management Company Counsel: Reviewed offering statements focusing onenvironmental requirements.Rate Counsel for Electric Utilities (New Jersey and Pennsylvania): Analyzed testimony, prepared forlitigation, and managed rate cases, demonstrating regulatory expertise.Project Counsel for New York Resource Recovery Facilities: Managed legal aspects of development,including public hearings and applications.Water Quality Enforcement Proceeding (Long Island): Represented a water company in an enforcementproceeding, from initial response to settlement.Real Estate Developer Environmental Negotiation (New York): Negotiated cleanup agreements forcontaminated sites.Acid Rain Rulemaking and Insurance Company Representation: Engaged in acid rain regulationproceedings and managed hazardous waste issues, including consent decree negotiations.Conservation Incentive Program Rulemaking (New Jersey): Represented an electric utility in regulatorycompliance development.Environmental Enforcement and Dispute Resolution: Handled negotiations and legal proceedings inenvironmental enforcement and solid waste disputes.Airline Subsidiary Hazardous Waste Management: Managed a spill proceeding and conducted anenvironmental audit.