ALAN I. LEWIS linkedin.com/in/alan-i-lewis

415-***-**** • Portland, OR 97202 ad4zhe@r.postjobfree.com

GENERAL COUNSEL CANDIDATE

CORPORATE, TECHNOLOGY AND COMMERCIAL TRANSACTIONS

Agile and multifaceted leader with 29+ years of experience navigating complex corporate landscapes to deliver effective legal and business solutions. Calm and assured partner to executive teams with presence and broad range shaped by multiple tours of duty standing up and scaling legal functions across the tech landscape, from startups to F100s. Unique blend of strategic analysis, wisdom, experience and insight enables seamless integration into existing legal and cross-functional teams. Unwavering integrity, accessible demeanor and flexible approach consistently prove invaluable for coaching and developing talent. Skilled negotiator and thoughtful communicator. Drives results with strong self-awareness and service-orientation through scalable infrastructure, clear vision and solution- orientation that empower teams amidst rapidly changing corporate environments, business conditions and regulatory landscapes. Well-networked in and willing to relocate to Northern California. Deep expertise: AI and ML products, services and business models; SaaS master subscription terms; professional services; reseller/distributor; managed service provider; enterprise service provider and vendor agreements.

• Commercial Transactions

• Contract Negotiation

• AI + ML in-bound and out-bound

• SaaS

• Mergers and Acquisitions (M&A)

• IP / Licensing (trademark/patent focus)

• Litigation Management

• Compliance

• Corporate Governance

• Product Counseling

• Fintech and Payments Industry

• Organizational Planning

• Risk Management

• Privacy (CIPP/US candidate)

• Hardware supply chain transactions

• AI and ML Business Models

• Open-Source Business Models

PROFESSIONAL EXPERIENCE

OUTSIDE GC LLP (CA AFFILIATE), Portland, OR 2020 – Present Out-Sourced General Counsel and Partner

Nationwide provider of experienced in-house legal services for early-stage, high-growth companies. Select clients: Splunk, One, Inc., UST Global, Docker, ForgeRock, Riverbed and ImageWare Systems. Commercial Technology Transactions, HR and Employment

• Structure, negotiate, document and close $200M+ in software and services deals.

• Design and institute custom-built, right-size commercial transaction forms and contracting practices for legal function across verticals at multiple companies for customer-facing and inbound procurement of goods and services, as well as HR/employment forms.

• Develop and implement risk management protocols and negotiating playbooks for business teams. Train legal department staff on protocols, empowering teams to scale efficiently.

• Create and manage metric-based reporting tools for CXOs of sales, legal and finance.

• Serve as primary HR legal contact, reviewing offer letters, executive compensation matters, termination procedures and all other documentation for legal compliance. ALAN I. LEWIS page 2

Corporate Governance, M&A and Financings

• Solve hemorrhaging of costs for unfunded liabilities in German subsidiary by probing local counsel with questions, resulting in $1.3M+ in savings. Develop board-level strategic plan to shutter foreign subsidiaries in two other jurisdictions (Mexico/Canada), saving additional $3M.

• Structure twelve stock and asset purchase agreements for mid-market M&A transactions, often involving high-stakes indemnification provisions and innovative milestones.

• Communicate regularly with boards and executive teams through briefings and presentations at publicly-traded and privately-held venture-backed companies.

• Manage corporate transactions including financings and M&A from term sheet to closing. Draft six LOIs and regularly manage complex diligence processes for legal/business teams.

• Advise and manage amendment of S-1 related to sale. Product Counselling, Compliance and Litigation Management

• Provide engineers with project management legal checklists for product go-to-market launches to ensure compliance from ideation to launch for multiple companies and product areas.

• Review global marketing and advertising materials related to cross-jurisdictional warranties.

• Design and implement right-size open-source compliance regime for software clients.

• Manage implementation of strategic privacy and infosec compliance regimes.

• Stand up SOC 2 Type II compliance as primary driving executive across business teams to assess gaps. Tap privacy law expert from network to convene cross-functional team for audit.

• Handle response to multiple vendor disputes resolved in-house by favorable settlement.

• Oversee outside counsel through eventual arbitral proceedings in commercial dispute. LUCIDWORKS, San Francisco, CA 2018 – 2020

Venture-backed enterprise search software leader that grew from $20-100M in revenue during tenure. Interim General Counsel, contracted through Alan Lewis Law

• Structured, negotiated, documented and closed $100M in software and services deals.

• Devised and implemented legal strategy to migrate company from on-premise enterprise software to cloud-based SaaS model, by reengineering commercial forms and training teams.

• Managed inbound procurement for IT and HR departments, including implementing innovative technology to increase efficiency through HR software products.

• Handled all export control, open-source and privacy law compliance.

• Performed full-scale compliance review of all HR documents and procedures.

• Directed litigation strategy, led negotiations and oversaw outside counsel in wrongful termination/discrimination claim. Reported developments and favorable settlement to COO. H2O.AI, Mountain View, CA 2017 – 2018

Leading open-source artificial intelligence, machine learning and deep learning software platform. Vice President, Legal Affairs,

• Aligned legal department to business strategic pipeline, mitigating risk and doubling revenue, by creating purpose-built commercial contract forms for emerging products and services.

• Reduced outside counsel spend from $56K per month to zero without increasing headcount.

• Empowered functional product and commercial contracting teams to move at pace of business with clear legal priority strategy document and risk management guardrails. ALAN I. LEWIS page 3

• Oversaw legal HR matters, including recruiting and retention, severance and termination, executive compensation, offer letters and other documentation.

• Managed outside counsel on defense to employment discrimination and wrongful termination claim, achieving successful resolution in 90 days, including appeal. Reported directly to board on litigation strategy and case management.

• Oversaw complex patent portfolio’s development and perfection in emergent, open-source tech. Led cross-functional teams and tapped network to identify patent attorney to review new products, determining patentability and creating novel solutions to protect rights. Oversaw outside counsel from trademark registration to maintenance.

• Managed IP infringement litigation, resulting in dismissal of competitor’s patent infringement action and invalidation of their patent claims in 90 days.

• Led legal aspects of Series C financing, including diligence and communication with exec. team. PARAGON LEGAL, San Francisco, CA 2014 – 2017

Legal services firm providing interim in-house counsel to corporate legal departments. Select clients: Splunk, Plaid, ForgeRock, Pandora Media, Symphony Teleca, Hortonworks, SiteCore and Immersion. Senior Counsel

• Structured, negotiated and documented $100M+ in commercial and corporate transactions.

• As Product Counsel at Pandora Media, (Aug. 2016 – Dec. 2016), managed legal aspects of new product launch and next gen releases of three existing SaaS products, including ticket business heavily regulated by Federal Trade Commission and state attorneys general.

• As Interim General Counsel at Plaid Technologies (Mar. 2016 – Jul. 2016), during General Counsel maternity leave, reviewed all HR forms as company doubled in size, vetted marketing materials and led Fair Credit Reporting Act, privacy and Gramm-Leach-Bliley Act compliance.

• As Product Counsel at Splunk (May 2015 – Jan. 2016), served as primary counsel across all product management teams during new product launch and next gen releases of five existing SaaS products, including export control and open-source compliance, determining IP rights

(trademarks/patents), business modelling and creating purpose-built commercial forms. Select Prior Legal Roles:

Senior Counsel, Apple Hardware Engineering & Manufacturing Law Group through FLEX by Fenwick

& West LLP, San Francisco, CA, 2013 – 2013. Of Counsel, Gordon & Rees LLP and Carr, McClellan et al., San Francisco, CA, 2004 – 2012. Senior Corporate Counsel, SPL WorldGroup, Inc., San Francisco, CA, 2002 – 2004. Corporate Counsel, Inktomi Corp., Foster City, CA, 2000 – 2001. Senior Corporate Associate, McKenna, Long & Aldrige LLP, San Francisco, CA, 1996 – 2000. EDUCATION, BAR ADMISSIONS AND CERTIFICATION

J.D., Vermont Law School, South Royalton, VT 1993

B.S., Conservation and Resource Studies, University of California, Berkeley, CA 1987 Phillips Academy, Andover, MA 1981

Admitted to practice law in CA in DC. Candidate for admission in OR. Candidate for certification as Information Privacy Professional (CIPP/US), expected Fall 2023.

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