Conflicts Counsel - Outside Counsel Guidelines

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At Polsinelli, What a Law Firm Should Be is not just our tagline, it is what we live every day. We strive to create an environment where our team members are encouraged to bring their creativity and professional passions into the workplace so that they can thrive. Are you a people person who has a keen eye for detail, thrives in a professional environment, and wants to be part of a dynamic team? We have the perfect role for an engaging professional like you!

Polsinelli is seeking a Conflicts Counsel – Outside Counsel Guidelines to support the firm’s conflicts, new business intake, professional responsibility, and risk-management functions. The position will serve as a primary legal resource for the review, interpretation, negotiation, and implementation of client outside counsel guidelines (OCGs), engagement terms, and related client requirements.

The Counsel will work closely with firm attorneys and business professionals to identify provisions that create legal, ethical, operational, financial, technology, information-security, or other risk; recommend appropriate exceptions or revisions; coordinate required internal approvals; and ensure agreed client terms are accurately documented and communicated. The role will also provide counsel on conflicts and professional-responsibility matters associated with client and matter intake. This position offers a hybrid work arrangement and may be based in any location where we have an office.

CORE RESPONSIBILITIES

• Review, analyze, and negotiate client outside counsel guidelines, engagement letters, terms and conditions, client onboarding documents and related requirements, with OCG/client-terms review serving as the primary responsibility of the position.
• Identify provisions that conflict with firm policies, professional-responsibility obligations, existing client commitments, or firm operational capabilities, and advise attorneys and business stakeholders regarding associated risk.
• Draft proposed exceptions, modifications, clarifications, and other responsive language designed to align client requirements with firm policies and acceptable risk parameters.
• Partner with responsible attorneys and client teams in communicating and negotiating OCG exceptions and engagement terms with clients, as appropriate.
• Coordinate review and approval of OCG provisions with relevant firm stakeholders, including General Counsel/Risk Management, Finance, Information Security, Technology, Records/Information Governance, Billing, Pricing, Human Resources, and other administrative departments.
• Analyze conflicts-related provisions contained in OCGs and engagement terms, including advance waivers, positional or issue conflicts, business conflicts, client affiliates, exclusivity restrictions, lateral-hire restrictions, staffing limitations, and related requirements.
• Advise on the firm’s ability to accept and comply with client-imposed terms and recommend escalation when a provision presents material legal, ethical, financial, operational, or reputational risk.
• Maintain clear records of negotiated terms, approved exceptions, and client-specific requirements; support processes that make those requirements accessible to attorneys and relevant business teams throughout the client relationship.
• Assist with development and maintenance of standardized OCG review protocols, playbooks, preferred language, escalation criteria, approval matrices, and related policies and procedures.
• Monitor recurring and emerging OCG provisions and identify opportunities to improve consistency, efficiency, and risk controls across the firm.
• Provide training and practical guidance to attorneys and business professionals regarding OCG requirements, engagement terms, conflicts, and related risk-management issues.
• As needed, review and analyze complex conflicts of interest arising from new clients and matters, lateral attorney hiring, business transactions, or changes in representation.
• Assist in developing conflict-resolution strategies, including waivers, disclosures, ethical screens, and other measures consistent with applicable professional-responsibility rules and firm policy.
• Conduct legal and ethics research and provide practical guidance regarding conflicts, client intake, engagement terms, and professional-responsibility issues.
• Participate in special projects and other responsibilities supporting the Office of General Counsel, Conflicts/New Business Intake, or firm risk-management functions.

QUALIFICATIONS

• Juris Doctor (J.D.) degree from an ABA-accredited law school.
• Active and in-good-standing membership in at least one U.S. state bar.
• Approximately 3+ years of relevant legal experience, preferably involving conflicts, professional responsibility, law firm risk management, new business intake, commercial contracting, or review of outside counsel guidelines at a large or sophisticated law firm.
• Demonstrated experience reviewing and interpreting contractual terms and identifying legal, ethical and business risk. Direct experience with OCGs and law firm engagement terms strongly preferred.
• Working knowledge of the ABA Model Rules of Professional Conduct and conflicts-of-interest principles applicable to large law firms.
• Ability to analyze detailed and sometimes competing client requirements and translate them into clear, practical guidance for attorneys and business professionals.
• Excellent legal judgment, written and oral communication skills, attention to detail and organizational skills.
• Ability to manage a high-volume workload, prioritize time-sensitive matters, and exercise sound judgment regarding escalation.
• Ability to collaborate effectively across legal, finance, technology, information-security, and administrative functions while maintaining a strong client-service orientation.
• High degree of discretion and ability to handle confidential and sensitive information.

PREFERRED EXPERIENCE

• Experience in an AmLaw 100 or comparably sophisticated law firm environment.
• Experience negotiating OCG exceptions directly with clients or supporting relationship attorneys in those negotiations.
• Familiarity with conflicts and new business intake platforms and workflows.
• Experience developing OCG playbooks, clause libraries, risk taxonomies, approval matrices, or other scalable review processes.
• Understanding of common OCG requirements involving billing, cybersecurity, information governance, staffing, diversity reporting, artificial intelligence, audit rights, indemnification, insurance, data privacy, and client-imposed compliance obligations.

CORE COMPETENCIES

Sound legal judgment • Practical risk assessment • Contract and OCG analysis • Professional responsibility • Clear communication • Stakeholder management • Process improvement • Responsiveness • Discretion • Attention to detail

The budgeted salary range for this position is $150,000 - $180,000.

As part of full-time employment associated with this position, Polsinelli PC offers the following benefits: Paid time off, sick time off, a referral program, medical insurance and benefits, dental insurance, vision insurance, life insurance, AD&D insurance, ID Theft insurance, long-term disability benefits, short-term disability benefits, Parking/Transit reimbursement (varies depending on location), 401(k) benefits, and employee assistance benefits.

Polsinelli PC is an Equal Opportunity Employer and all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, disability, protected veteran status, or any other characteristic protected by law.