Danaher Corporation Senior Commercial Counsel in Duesseldorf, Germany
Esko is the global leader in simplifying the complete packaging production process, from idea to shelf – to help you master today’s challenges and remain successful in the world of tomorrow. Our products and solutions supports and manages the packaging and print processes for brand owners, retailers, designers, pre-media and trade shops, packaging manufacturers, and converters.
Did you know that in 9 out of 10 retail packages, Esko solutions are used in packaging management? From asset management to artwork creation, structural design, prepress, 3D visualization, flexo plate making, workflow automation, quality assurance, sample-making, palletization, supply chain collaboration and/or the production of signage and displays.
As the market share leader, we have operations in over 30 countries with 1,800 employees worldwide. A wholly owned subsidiary of Danaher Corporation (www.danaher.com). We offer a results-oriented environment that is multicultural organisation that promotes both diversity and inclusion through the full organisation, team-cantered, customer focused and quality-focused, guided by the successful Danaher Business System. Working at Esko, gives you access to a robust career development process and exciting opportunities.
Our Core Values
We empower creativity and ground-breaking thinking to help us uncover breakthrough solutions and accelerate the pace of innovation. We believe with conviction that diversity helps us uncover more powerful customer insights and ultimately creates an advantage in the markets we serve. And we would love to have you join us!
About the role
The Legal Counsel will take the lead in negotiating terms of commercial transactions on behalf of Esko, and be involved in various legal matters for the Esko group of companies. In addition thereto, she/he will play a pivotal role in providing guidance to the business and implementing Esko’s anti-corruption, FCPA & compliance programs along with providing guidance on revenue recognition along with the finance team.
Whilst the focus of the role will be to support Esko’s “Brand Owner Business” in negotiating software licensing deals (focus will be on SaaS service licensing) with its larger customers, the Legal Counsel will also be involved on a global basis in drafting, negotiating, leading and being responsible for a variety of contract/commercial agreements for Esko and its global corporate affiliates, including managing the contract process generally.
The position will include drafting, reviewing and negotiating a wide variety of commercial agreements, including: software agreements (SaaS, SLA, EULA, etc.) equipment sales agreements, service agreements, master agreements with global accounts, OEM agreements, distributor agreements, supplier agreements, nondisclosure agreements, joint development agreements, leases and other general commercial agreements.
The Counsel will also lead and ensure that the contract process for routine orders has the right balance of efficiency and risk management. In addition, depending on experience levels, this role may assist with smaller merger and acquisition based transaction for companies that are complimentary to Esko’s strategic goals. The role will involve training business leaders and sales/service employees on efficient contract negotiation and other topics that touch on commercial law, such as distributor management, competition laws and compliance, including global distributor compliance programs.
Gaining a solid understanding of the Esko business, its goals and challenges and identifying appropriate commercial contract strategies to facilitate those goals and minimize those challenges on a global basis. In particular, the successful candidate will be comfortable and able to gain an in depth understanding of Esko’s products in order to more effectively guide management on risk discussions. Negotiating, strategizing, documenting and approving commercial transactions, contracts, and other legal arrangements, including software agreements, end user, distribution, dealer, sales agency, and suppliers. Experience with software-related agreements and advising on efficient structures for software licensing and SaaS (user license, enterprise wide, etc.) is crucial. Experience with IT security and data privacy helpful. Experience negotiating with large multi-national companies helpful, such as consumer packaging, automotive, food/beverage, pharmaceutical, electronics, etc. Positive attitude and ability to expertly discuss contract terms with customers is critical. Assist with other commercial-related legal advice, such as avoiding or resolving disputes with customers or suppliers and advising on renewing/terminating worldwide distributors. Experience working with Associates at all levels (junior to senior) to explain contract process and articulate risks is important. Knowledge of worldwide anti-corruption and compliance programs for third-party sellers (distributors, integrators, OEMs, etc.); knowledge of policies and programs relating to anticorruption, compliant business practices and competition rules (including EU competition framework). Providing legal support and advice relating to business model and corporate structure to different functions at different levels. Educating business leadership on the appropriate use and “leverage” of in-house counsel. Willing to work on the smallest and simplest, as well as the most complex, legal matters faced by the company. Assist with mergers & acquisitions, consistent with relevant experience – from due diligence to documentation depending on the situation and background. The successful applicant will have to demonstrate an ability to assess the needs of the business from a global legal and compliance perspective and work to create and develop processes, policies and training to support the commercial needs of business divisions. Over time, additional responsibilities could be added beyond commercial work depending on interest and experience level.
Major objectives and critical success factors:
Must be an excellent lawyer, able to explain complex legal points to associates with varying degrees of sophistication about legal matters; able to take their concerns and demands into account in how best to pursue legal strategies.
Able to politely and confidently negotiate agreements with customers. Business-minded; intelligent and articulate; nimble and quick-minded; able and willing to engage in debate; unwilling to accept unethical conduct or outcomes that threaten the business.
Ability to work independently and balance numerous matters and competing internal clients while prioritizing same on a day-to-day basis as events require; ability to adapt to a face paced and high-performance and lean environment with a relentless culture of continuous improvement.
Able to command the respect of, and influence, business leaders, and outside counsel across a wide spectrum of experience, sophistication and cultural differences.
Be able to work effectively with lower level employees, yet communicate with effectiveness and polish at the most senior levels.
Tough-minded but able to be flexible when necessary to come up with alternative solutions to complex problems; able to think on feet; ability to engage in critical discussion without personalizing outcomes.
High integrity and ethics in all dealings – internal, external, and personal; non-political in conduct, while understanding internal and external political dynamics.
Open to learning, enthused by the day, resilient, sense of humor. Personal modesty combined with highest professionalism for the company.
Global mindset combined with an ability to make things happen at a local level.
Being a good colleague as part of the Esko legal & finance team and for Danaher lawyers around the world.
Qualifications and Professional Knowledge
A law degree from a European or U.S. law school with top academic performance
At least 7 years in-house counsel work experience (strongly preferred) preferably with a multinational company. Will consider law firm experience based on ability to resolve commercial issues and focus on the voice of the client
Significant experience handling software related matters with a particular focus on SaaS, other forms of software licensing and hosted services challenges. So hardware experience preferred but not required.
Extensive exposure to and success in a dynamic business environment. Substantial responsibility in various areas of law and/or business.
Travel domestically and internationally as needed, perhaps 20% of time, especially in the first year of the job.
Fluency in written and spoken English required. Additional language fluency (French or German) is considered a strong plus.
Skill of using Microsoft software (Word, PowerPoint, Excel, Teams and Sharepoint).
Danaher Corporation and all Danaher Companies are equal opportunity employers that evaluate qualified applicants without regard to race, color, national origin, religion, sex, age, marital status, disability, veteran status, sexual orientation, gender identity, or other characteristics protected by law. The “EEO is the Law” poster is available here (http://www.dol.gov/ofccp/regs/compliance/posters/pdf/eeopost.pdf) .