Sr. Transactions Counsel

Position Summary: 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.

Responsibilities

Partnering With and Serving the Branches

• Serve as the primary legal partner to branch and regional leadership, providing responsive, practical counsel on transactions from pursuit through project closeout.
• Engage early. 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.

Commercial Contracting

• 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.

Team Leadership and Development

• 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.

Risk Management, Disputes, and Litigation

• 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.
• Close the loop - feed lessons from claims, disputes, and losses back into contract standards, templates, and branch training, and recommend process changes that reduce recurring exposure.

Mergers, Acquisitions, and Corporate Structure

• 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.
• Compliance and Alignment
• 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.

Qualifications

Required

• 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

Preferred

• 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

Skills

• 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

Barnhart Offers

• Competitive pay
• 401(k) with company match up to 10%
• Medical, dental, vision, and life insurance
• Paid time off and holidays
• Training and career development opportunities

PURPOSE - Barnhart is built on a strong foundation of serving others. The fruit of our labor is used to grow the company, care for our employees, and serve those in our communities and around the world.

MINDS OVER MATTER - Barnhart has built a nationwide reputation for solving problems. We specialize in the lifting, heavy-rigging, and heavy transport of major components used in American industry.

NETWORK - Barnhart has built teams that form one of our industry’s strongest networks of talent and resources with over 70 branch locations across North America working together to serve our customers. This growing network offers our team members constant opportunity for career growth and professional development.

CULTURE - Barnhart has a strong team culture -- the “One TEAM.” We are looking for smart, hard-working people who strive for excellence in their work and appreciate collaboration. Join a team that values Safety, Servant Leadership, Quality Service, Innovation, Continuous Improvement, Fairness, and Profit with a Purpose.

EOE/AA Minority/Female/Disability/Veteran