Senior Counsel, Commercial Transactions and M&A

**Candidates that are local to our HQ in San Francisco are strongly preferred. We are open to this position being fully remote in other areas of the US for the right candidate**

Were Endless West, makers of molecular spirits. Our small, independent team of scientists, sommeliers, writers, chefs, and dropouts is creating the next generation of wine and spirits. Our work has already attracted significant interest from a range of people whiskey enthusiasts, scientists, members of the culinary world, creatives in design, technology, and fashion across the country. And were just getting going.

Were relentlessly curious, optimistic enough to run after ambitious ideas, and skeptical enough to analyze every angle and consider every option. We support each other as colleagues and care about each other as people, believing that the health of our business can be measured by the health of our team. We are obsessed with leveraging scientific learning, creative storytelling and business expertise to explore the limits of whats possible.

Everyone is welcome at Endless West. We know diverse teams build better products and we are committed to creating an inclusive culture built on a foundation of respect for all individuals. We strongly encourage candidates from non-traditional backgrounds, historically marginalized, or underrepresented groups to apply.

Were seeking a seasoned, highly motivated, collaborative transactional attorney to join our small but growing in-house legal department. Reporting to the Chief Legal Officer and working closely with sales, finance, marketing, and operations executives, this person will help craft and execute our corporate and commercial transactions strategy while partnering with colleagues to address the variety of fascinating legal issues that walk in the door at a dynamic startup in a cutting-edge sector.

A significant focus of this role will include designing, drafting, and negotiating complex commercial contracts and running point on M&A transactions that enable the company to seize unique business partnerships and accelerate growth.

Youre a creative problem-solver with strong business acumen and extensive legal experience. Youre passionate about and unusually gifted at helping companies navigate risk. You take initiative, love to learn, and energetically embrace new challenges and tackle new areas of law. When analyzing hard questions, you have a bias toward practical, actionable solutions.

Youre a natural communicator and writer who conveys complex ideas precisely and concisely. Youre comfortable with ambiguity and game to take smart risks, but you value clarity and compliance. Youre strategic, thorough, and thoughtful, a skilled listener and a cooperative team player. When a colleague needs support or raises a question, you roll up your sleeves eager to help. Youre a winsome, empathetic teammate who welcomes feedback and accountability.

You have a robust sense of humor, a warm personality, and an easygoing manner. You take your work seriously, but not yourself. You know how to make meaningful human connections in a professional environment, and you feel comfortable interacting with a wide range of people from different backgrounds.

Responsibilities

• Commercial Transactions: Take point on structuring, drafting, and negotiating complex commercial contracts, including licensing, co-manufacturing, supply, distribution, and sales agreements, JVs, strategic alliances, and cross-border partnerships
• Mergers & Acquisitions: Support merger & acquisition opportunities by evaluating potential deals, developing deal structures, identifying commercial, regulatory, and tax risks, drafting and negotiating definitive and ancillary agreements, managing due diligence, partnering with outside counsel as needed
• Patents: Help manage our domestic and international patent portfolio, strategy, and licensing, partnering with outside counsel on patent prosecution and enforcement
• Real Estate: Manage our commercial real estate portfolio and negotiate leases in partnership with outside counsel
• Dispute Resolution: Advise on and execute contractual/commercial dispute resolution strategy and other pre-litigation matters, and help manage arbitration and litigation as needed
• Corporate Securities: Support the CLO and outside counsel on corporate governance, securities compliance, and financing
• General Business Law: Partner with the CLO and legal colleagues in evaluating risks and devising creative, practical solutions to a variety of legal issues as they arise, including matters of first impression
• Cross-Functional Collaboration: Educate, partner with, and serve as a go-to resource for colleagues on transactional strategy and risk in connection with sales, marketing, finance, R&D, and operations initiatives

Experience and Qualifications

• 8+ years of relevant experience practicing transactional law at a respected law firm (and/or in-house at a high-growth company, ideally a startup or in the alcobev/CPG industry)
• Significant experience structuring, drafting and negotiating a wide range of complex commercial contracts and transactions, particularly mergers and acquisitions, JVs, strategic alliances, IP licensing, sales/distribution, and co-manufacturing/development deals
• Working knowledge of domestic and international patent prosecution and licensing
• Familiarity with pre-litigation commercial dispute resolution and claim settlement
• Demonstrated ability and eagerness to learn new areas of law quickly and address novel legal questions effectively
• Demonstrated skill in proactively anticipating, evaluating, and solving for risks in commercial and corporate transactions
• Exceptionally professional written and verbal communication and presentation skills
• Exceptional ability to understand and digest multiple perspectives and data-points without losing the forest for the trees
• Deep-seated humility, coachability, and commitment to growth
• Extraordinary discretion and commitment to excellence in all areas of work
• High levels of EQ and empathy, natural ability to read the room, and willingness to be flexible and scrappy
• J.D. with an excellent academic record from an accredited law school
• Member in good standing of a state bar association (California preferred, but not required)

Major bonus points for the following

• Experience with beverage alcohol regulatory issues and compliance (TTB, state regulatory schemes)
• Experience with corporate securities, SPACs, direct listings, IPOs, and private equity
• Experience with international transactions and trade

- Medical, dental, and vision

- Commuter benefits/401K/FSA/DCFSA

- Unlimited PTO

- Ambassadors Program ($250/quarter to purchase Endless West products)

- Competitive compensation, including equity

- A small, collaborative team. We dont believe in hierarchy for hierarchys sake.

- Smart, friendly colleagues.

- Actual autonomy and agency. We choose empowerment over micromanagement.

- A team that values EQ as much as IQ.

- A team that values hard work but believes in the importance of self-care and taking meaningful breaks.

- An environment that encourages empathetic debate. We state cases, defend positions, argue productively, and make decisions together. We dont have any issues with being wrong. Peoples opinions are actively sought out and valued.

- An environment where we not only acknowledge the hard work and successes of our teammates, but also celebrate them.