Management Insurance

Professional Experience

Kuehne + Nagel Inc. (Houston, TX) Global Corporate Counsel (2014 – present)

Responsible for the global strategic and tactical legal management of Kuehne + Nagel’s projects, oil and gas, and marine logistics group, drafting, review, negotiation, and administration of complex commercial contracts (e.g. Logistics Contracts, MSAs, Project Teaming Agreements (for sales and marketing), Construction Contracts, Consultant Agreements, Vendor Contracts, Letters of Intent, Alliance Agreements (for sales and marketing), Parent Company Guarantees, Customs Brokerage Contracts, Bank Guarantees, Leases/Rental Agreements, Letters of Credit, EPC Contracts, Employment Agreements, IT Agreements, Transportation Contracts, Warehousing Contracts, Confidentiality Agreements, etc.), compliance matters, corporate governance, establishing contracting risk philosophy, expediting contracting process/procedures, managing global tenders (i.e. RFQs, RFPs, ITTs), procurement, strategy/review of insurance related matters, strategic risk management/mitigation, M&A, audit response, supporting business development, employment/labor (HR related) issues, incident management, internal training and compliance (e.g. legal, risk, code of conduct, contracts, FCPA, UK Bribery Act, etc.), global contract dispute resolution, lead negotiator, litigation management/strategy with outside counsel, strategic and tactical management of bankruptcy matters, interpretation and implementation of International Conventions and Model Rules, document retention, legal internship program, member of steering committee, and generally planning and advising all domestic and international business transactions.

Texon Distributing L.P. (Houston, TX) SVP Legal, Risk, and Contracts (2013 - 2014)

Responsible for the global strategic and tactical leadership of Texon’s global legal, risk, and contracts administration department (i.e. 7 members), drafting, review, negotiation, and administration of commercial contracts (e.g. Product- purchases, sales, exchanges, and processing, MSAs, Consultant Agreements, Construction Contracts, Supplier Contracts, Letters of Intent, Parent Company Guarantees, Leases/Rental Agreements, Letters of Credit, Aviation Agreements, EPC Contracts, Employment Agreements, Licensing Agreements, Marketing and Transportation, Trans-loading, Throughput, Storage, Operations and Maintenance, JVs, Connection and Use, Commissioning Agreements, etc.), establishing contracting risk philosophy, maintaining/updating corporate records, corporate governance, responding to regulatory inquiries, procurement, implementation of law changes, strategy/review of insurance related matters (including procurement and renewals), risk management/mitigation, M&A, audit response, supporting internal compliance, supporting business development, employment/labor (HR related) issues, incident management, Material Safety Data Sheet/SDS compliance, internal training and compliance (legal, risk, code of conduct, contracts, FCPA, UK Bribery Act, etc.) corporate registrations, corporate matters generally, Board presentations, intellectual property (patent, trademark, etc.) management/registrations with outside counsel, contract dispute resolution, litigation management/strategy with outside counsel, strategic and tactical management of bankruptcy matters, document retention, legal internship program, and generally planning and advising all domestic and international business transactions.

Direct Energy *(position relocated to Canada) (Houston, TX) Senior Counsel (2012 - 2013)

Responsible for leading the senior members of Direct Energy’s global legal team (i.e. 4 members), drafting, review, negotiation, and administration of upstream commercial contracts (e.g. MSAs, PPAs, PSAs, GSAs, Seismic Agreements, Consultant Agreements, EPC Contracts, Drilling Contracts – IADC, CAODC, Collective Bargaining Agreements, Construction Contracts, Marketing and Transportation, Indirect Retail, Operations and Maintenance, Leases/Rental Agreements, Supplier Contracts, Joint Operating Agreements, JVs, and Commissioning Agreements), establishing contracting risk philosophy, responding to regulatory inquiries, procurement oversight, implementation of applicable regulatory provisions/law changes, strategy/review of insurance related matters, risk management/mitigation, M&A, audit response, supporting compliance function, supporting business development, employment/labor (HR related) issues, HS&E compliance and planning, internal contracts training, corporate registrations, corporate matters generally, contract disputes, litigation management/strategy with outside counsel, strategic and tactical management of bankruptcy matters, and generally planning and advising domestic and international business transactions.

Wood Group PSN *(via acquisition of Baker) (Houston, TX) Senior Counsel (2009 - 2012)

Responsible for leading select members of Wood Group PSN’s global legal team (i.e. 5 members), drafting, review, negotiation, and administration of all global upstream commercial contracts (e.g. MSAs, PPAs, PSAs, Design Contracts (AIA), Licensing Agreements, Construction Contracts, Consultant Agreements, EPC Contracts, Office and Equipment Leases/Rental Agreements (domestic and international), Drilling Contracts - IADC, Operations and Maintenance, Supplier Contracts, Joint Operating Agreements, JVs, and Commissioning Agreements), establishing contracting risk philosophy, procurement oversight, strategy/review of insurance related matters (including procurement and renewals), risk management/mitigation, chief/lead negotiator, M&A, responding to state and federal inquiries, law/regulatory changes and compliance therewith (e.g. SEMS), supporting business development, employment/labor (HR related) issues, HSE compliance and planning, FCPA and UK Bribery Act compliance and training, planning and advising domestic and international business transactions, internal contracts training, corporate matters generally, corporate registrations, contract disputes, and litigation management with outside counsel, and strategic and tactical management of bankruptcy matters.

Baker Energy (Houston, TX) V.P. and Division Counsel (2002 - 2009)

Responsible for leading select members of Baker Energy’s global legal team (i.e. 3 members), drafting, review, negotiation, and administration of all global commercial (primarily upstream) contracts (i.e. MSAs, PPAs, PSAs, Design Contracts (AIA), Licensing Agreements, Construction Contracts, Consultant Agreements, EPC Contracts, Office and Equipment Leases/Rental Agreements (domestic and international), Drilling Contracts - IADC, Supplier Contracts, Joint Operating Agreements, Employment Agreements, and Commissioning Agreements), establishing contracting risk philosophy, procurement, strategy/review of insurance related matters (including procurement and renewals), risk management/mitigation, chief/lead negotiator, due diligence for M&A, handling all state and federal inquiries, law changes and compliance therewith, corporate governance, business development, employment/labor (HR related) issues, HSE compliance and planning, maintaining/updating corporate records, Board presentations, intellectual property (service marks, etc.) management/registrations with outside counsel, corporate registrations, corporate matters generally, contract dispute resolution, litigation management/strategy with outside counsel, strategic and tactical management of bankruptcy matters, FCPA and UK Bribery Act compliance and training, internal legal/risk/contracts training, and planning and advising all domestic and international business transactions.

Shell Oil Company (Houston, TX) Attorney 1997-2002

Responsible for drafting, administration, review and negotiation of commercial contracts (midstream/downstream/retail), procurement, handling all state inquiries, state law changes, federal exemptions and law changes, implementation of law changes, research, internal legal training, day-to-day business transactions, tax savings, tax planning, and tax implications, assisting lead counsel in all aspects of trial and witness preparation including research, strategy, discovery, and planning.

Education

Certificate in Management, University of Virginia (Darden School of Business) October 2006.

Juris Doctorate (J.D.) Thurgood Marshall School of Law, Texas Southern University, May 1997.

Bachelor of Science (B.S.) in Criminal Justice (including 12 credit hours of Spanish), Grambling State University, May 1994.

Selected Professional Accomplishments

As a Global Corporate Counsel of Kuehne + Nagel Inc., I led the: (i) formation, negotiation and administration of domestic and international contracts in excess of 500 million dollars; (ii) streamlining of the contracts review, negotiation, and administration process; (iii) formal communication and strategic utilization of insurance program; and (iv) establishment of the global risk management strategy for customers, vendors, and subcontractors.

As a VP of Texon Distributing L.P., I led the: (i) divestiture of Texon’s natural gas business; (ii) re-drafting of all of Texon’s primary contract templates taking into account the commercial/legal risks inherent to its business model; (iii) implementation of a incident management process, (iv) significant reduction of outside counsel costs, while closing out all existing litigation; (v) streamlining of the contracts review/administration process; (vi) implementation an internal client survey; and (vii) restructuring of departmental reporting lines, with a focus on greater work efficiency, communication (internal and external), and personnel development and growth.

As Sr. Counsel for Direct Energy, I led the: (i) largest acquisition (in Canada) in Direct Energy’s history (i.e. one billion dollars), including the formation of the global partnership (US/Canada/ Qatar) responsible for running the acquired business/assets; (ii) re-drafting of several of Direct Energy’s primary contract templates taking into account the commercial/legal risks inherent to its business model; (iii) streamlining of the contracts review/administration process; and (iv) streamlining of the procurement process.

As Sr. Counsel for Wood Group PSN, I led the: (i) formation of a five person legal team, embedded within the commercial group, and aligned with commercial objectives; (ii) re-drafting of several of Wood Group’s primary contract templates in alignment with its risk management philosophy; (iii) streamlining of the contracts review/administration process; and (iv) domestic and international negotiation and administration of hundreds of millions of dollars of energy and engineering related contracts.

As Division Counsel for Baker Energy, I led the: (i) formation, negotiation and administration of domestic and international contracts in excess of 1 billion dollars; (ii) formation of several of Baker’s policies and procedures relative to Sarbanes Oxley/SEC compliance, including contract formation/execution, signatory authority, insurance reporting, litigation reporting and reserves; (iii) significant reduction of outside counsel costs, while closing out eighty percent of all existing litigation; (iv) reduction of the contracts review/administration process to forty-eight hours; (v) domestic and international registration/formation of several Baker entities; and (vi) the registration of two service marks (i.e. Baker-Itrac and Baker-Dashboard). In addition, I regularly attended Board of Directors meetings, and presented information regarding divisional legal matters.

As an Attorney with Shell Oil Company, I led the: (i) eight hundred million dollar project contract for the “Re-branding” of over fifteen thousand retail gas stations throughout the continental US; and (ii) company-wide communication and implementation of laws changes affecting Shell’s continental US operations.

Professional Affiliations

Member of the Texas State Bar Association.

Certified Mediator.

Member of the Association of Corporate Counsel.

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