General Counsel

This role will based remotely in the continental United States

Primary Responsibilities:

• Draft and negotiate contracts with vendors, suppliers, customers, consultants - NDAs, MSAs, SOWs, Third Party Agreements, BAAs, data and software licensing, SaaS, etc.
• Create and/or revise template agreements.
• Provide counsel on a wide range of healthcare related issues (with an emphasis on HIPAA privacy and security and de-identification standards) and licensing of de-identified data.  Serve as primary liaison with Prognos’ retained experts regarding de-identification software,  HIPAA determinations and new product design.
• Protect, manage, and advise on Company’s intellectual property portfolio and rights.
• Handle legal aspects of employment matters such as employment agreements, offer letters, consulting agreements, outsourcing/offshoring, separation agreements, advice and counseling, compliance, immigration, background checks and associated day-to-day issues.
• Work with Finance and the Board of Directors on corporate finance transactions, stock ledgers, option awards, approvals grants and associated agreements and Long Term Incentive Plan requirements.
• Serve as legal advisor on (and work with outside counsel on) all transactions, including mergers, acquisitions, divestitures and sales.
• Handle Corporate Governance function, including Board and shareholder meetings, Board minutes, committee charters, resolutions, maintenance of governance documentation of Company and its subsidiaries, shareholder and investor notifications, communications and correspondence.  Provide advice and counsel on governance consistent with Company’s financing document requirements.
• Run the compliance and regulatory function by monitoring regulatory requirements and ensuring Company-wide awareness and adherence.  Create, deliver and track legal and compliance and training throughout the organization.
• Work closely with Marketing, Sales and BD to ensure compliance.
• In coordination with Finance, maintain and renew insurance programs.
• Revise and/or establish, maintain and implement policies and procedures appropriate to the Company.
• In coordination with technology resources, establish and maintain data security policies, controls, and documentation for completion of annual technology audits (SOC 2) and client data security audits and reviews.
• Handle any disputes, claims and litigation.
• Retain and manage outside counsel, as required.

Knowledge and Skill Requirements:

• J.D. from U.S. accredited law school and strong academic background
• Admitted to practice in New York, or admitted and in good standing in at least one US jurisdiction and able to register to act as in-house counsel in New York
• Minimum of 10 years of experience, preferably a combination of law firm and in-house
• Commercial contract experience required
• Data privacy experience preferred
   

Values & Culture

• We are Passionate, which means do the following:   

Be proactive and take immediate action. Start with small steps to achieve ambitious goals. Identify clear decision-makers, seek input, and avoid decision-making by committee (unless dictated by policy). Do something that the world needs, that you love doing, and that you are good at. Be inspired everyday to improve health by unlocking the power of data. Take ownership, keep commitments, and prioritize personal well-being for sustained passion and excellence.

• We are Collaborative, which means do the following:

Foster teamwork, give credit to the team, and prioritize the team and business success over one’s own. Focus on finding solutions, learn from mistakes, and manage conflicts positively. Align the needs of customers (which includes clients, suppliers, and partners) and investors with what’s good for Prognos. A rising tide raises all boats.

• We are Life-Long Learners, which means we do the following:   

Continually improve, innovate, and share insights for ongoing development. Tiny changes drive remarkable results over time. Question, challenge, and seek better solutions through curiosity. Fail fast, own your mistakes as learning opportunities, grow, and share knowledge.

• We are Customer Focused, which means we do the following:   

Take the time to understand client, supplier, or project needs and ask questions. Actively listen and show empathy. Share your understanding throughout the organization. Go the extra mile, be flexible, and make it easy to work with us. Deliver value beyond expectations and provide exceptional service. Everything you do has your name on it; own it and be proud of what you deliver.

Our Mission

To unlock the power of data to improve health


Selected Perks

• Flexible work arrangements (e.g. no set hours), fully remote work, and unlimited PTO
• Health Insurance
• Life Insurance
• Long Term Disability
• Dental
• Vision
• 401(k)
• HSA
• FSA
• Dependent Care Flexible Spending
• Commuter benefits
• Free access to One Medical Group
• Flexible work hours and locations
• Health Advocate & EAP
• Employee Stock Option Plan