Lead Counsel - External Innovation

Role Description

The Lead Counsel will act as lead legal counsel and primary strategic business partner for the External Innovation (EI) team at Zoetis. The position will provide primary legal support for early-stage research and development transactions in the animal health field, including:

• drafting, negotiating and advising on various types of agreements (e.g., confidentiality, material transfer, evaluation and option, license, research and development collaboration and research services agreements);
• supporting and advising on various types of EI transactions, domestic and cross-border, at all stages, from inception through execution and post-execution, including supporting and advising on (i) potential deal terms / structure and related matters at or prior to the term sheet stage, (ii) due diligence and agreement negotiations and (iii) post-signing contractual matters (e.g., contractual questions, amendments, notices, terminations);
• managing legal support requests from, and providing strategic legal advice to multiple business clients in multiple jurisdictions on various research and development transactional and related matters, including frequent touchpoints over email and virtual/in-person meetings and partnering on transaction negotiations;
• preparing, updating and managing legal agreement templates, playbooks and internal contract databases; coordinating with internal legal and non-legal specialists; implementing and ensuring compliance with internal policies and procedures; and supporting various other project-based assignments and business transaction-related matters; and
• supporting the development and deployment of AI-enabled workflows and legal technology tools to enhance efficiency and consistency in EI transaction execution.

This position will:

• serve as the dedicated legal resource for the EI team
• support a high volume of transactions and related matters, with tight deadlines, for the 10+ business clients on the EI team in multiple jurisdictions;
• act as co-lead on deal teams with EI lead / business client, collaborating with multiple colleagues in legal and non-legal functions across the organization and in multiple jurisdictions, including regional legal counsels and legal and non-legal subject matter experts in Veterinary Medicine Research and Development, Regulatory, Intellectual Property, Compliance, Tax/Finance and other functions.
  

The Lead Counsel is expected to:

• operate independently on all EI matters with limited oversight from the Senior Counsel, Business Transactions, External Innovation and Integration
• have demonstrated experience independently drafting and negotiating complex R&D-related agreements directly with sophisticated domestic and international counterparties, including biotechnology companies, academic institutions, and government-funded entities
• serve as a trusted strategic partner to the EI team, providing proactive legal guidance on deal strategy, risk assessment, and transaction structuring.

Responsibilities

• Act as lead legal counsel and strategic advisor, independently and with limited oversight, for the EI team
• Support a high volume of transactions and related matters for 10+ business clients in multiple jurisdictions
• Draft, negotiate and advise on various types of agreements at all stages
• Provide strategic legal advice on early-stage R&D transactions and related matters
• Support post-signing contract management and alliance management matters, including monitoring obligations, processing amendments, and coordinating terminations
• Act as co-lead (with EI lead / business client), collaborating with internal legal and non-legal specialists
• Prepare, update and manage legal templates, playbooks and contract databases
• Manage and maintain active deal tracker, including deadlines and action items, and provide updates to business clients and legal leadership
• Implement and ensure compliance with internal policies and procedures, including Zoetis' Anti-Bribery and Anti-Corruption (ABAC) policy, policies relating to veterinary medicine regulations, and corporate approvals
• Support various other project-based assignments and business transaction-related matters
• Support development and deployment of AI-enabled workflows

Education and Experience

• J.D. from an accredited law school, with demonstrated academic achievement
• Current bar membership in good standing in at least one U.S. State or the District of Columbia, including with respect to continuing legal education
• 6+ years of legal experience required
• Am Law 100 firm experience in a transactional group is strongly preferred
• In-house counsel experience supporting transactions and/or R&D is strongly preferred
• Transaction experience required, including demonstrated ability to, independently and with limited oversight:
  • review, analyze, draft and negotiate a high-volume and variety of agreements;
  • prepare and negotiate term sheets and translate business/technical terms into legal agreements;
  • conduct legal due diligence, and manage non-legal due diligence;
  • lead cross-functional deal teams, including legal and non-legal functions; and
  • provide strategic legal advice to business clients on research and development related matters
• Experience advising on transactions involving non-U.S. counterparties and/or biotechnology companies, academic institutions, and government-funded entities is strongly preferred
• Intellectual property transactional experience strongly preferred
• Pharmaceutical (human or animal health) R&D transactional experience strongly preferred
• Familiarity with animal health / veterinary medicine regulatory matters (e.g., USDA, FDA-CVM) is a plus
• Patent law and/or non-legal scientific / technical background in R&D or adjacent disciplines is a plus
  

Technical Skill Requirements

• Strong project management, communication and interpersonal skills
• Sound and practical business judgment and decision-making skills
• Ability to work independently, with limited oversight, in a fast-paced environment while handling multiple projects for multiple clients simultaneously
• Strong transactional legal drafting and negotiation skills, including with or without precedents or templates
• Familiarity with contract management systems and legal technology platforms, including experience developing or deploying AI-enabled workflows in a legal or transactional context, is a plus

Physical Position Requirements

• Work with global teams located in multiple time zones
• Hybrid working environment, with approximately 50% of time (2-3 workdays per week) required on-site at the company's headquarters office in Parsippany, NJ

The U.S. base salary range for this full-time position is $185,000 to $240,000. Our salary ranges are determined by role, level, and location. The range displayed on each job posting reflects the base pay target range for new hire salaries for the position. Within the range, individual pay is determined by work location and additional factors, including job-related skills, experience, and relevant education or training.

This position is also eligible for short-term incentive compensation.

This position is also eligible for long-term incentives.

In addition to compensation, Zoetis offers a comprehensive benefits package that supports the physical, emotional and financial wellbeing of our colleagues and their families including healthcare and insurance benefits beginning on day one, a 401K plan with a match and profit-sharing contribution from Zoetis, and 4 weeks of vacation.

Visit zoetisbenefits.com to learn more.

Full timeRegularColleague

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