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Contracts and Procurement Management

Location:
Albuquerque, New Mexico, United States
Posted:
December 06, 2018

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ANNABELLE D. QUINTANA, Esq. **** Malpais Rd. SW

Albuquerque, NM 87105

Ph: 505-***-****

email: ac7v6b@r.postjobfree.com

EXPERIENCE

Cates & Quintana, Attorneys at Law

Attorney

March 2018 – Present

■ Legal representation of clients on business formations, business transactions, real estate matters (e.g. RECs, easements, restrictive covenants, construction contracts), leases, development of contract for use and management of water well for multi-family dwellings for land developer. Legal support to El Valle Water Alliance.

Lovelace Respiratory Research Institute, Inc.

Director of Research Administration

September 2017 – March 2018

■ Supervised Office of Research Contracts (“ORC”), Proposals Dept, and Purchasing Dept; filled key vacant positions Contracts Manager, Procurement Manager, as well as two Shipping/Receiving Clerks.

■ Revised terms and conditions of existing Master Agreement templates, NDA, and other contract templates for LRRI and each of its subsidiaries to bring them up to best practices standards. Drafted RFP and RFQ templates for Purchasing Dept; drafted certification forms and checklists for ORC to carry out closeout of contracts, including a backlog of closed requiring proper closeout. Working with Contracts Manager and Purchasing Manager developed more efficient workflows between the two departments.

■ Performed legal review of HR contracts, and provided legal analysis, investigations, and support to HR on all issues. Also performed legal review of and worked closely with ORC and Proposals to ensure financial met the agency requirements, negotiated and managed US Government and US and foreign commercial research contracts, subcontracts, and services agreements (including medical professional staffing contracts), as well as monitored compliance for these contracts with federal regulations, compliance with commercial terms and reporting requirements. I also drafted, negotiated, and managed real-estate lease agreements, IT software licenses, hardware procurement agreements, and IT service and maintenance agreements; an MOU with a NM State Agency; NDAs, and any other agreements required by the Institute and its subsidiaries. I responded to demand letters and subpoenas and provided risk analysis on business activities, and worked with LRRI’s joint venture in determining the foreign patent filing strategy for their jointly licensed inventions.

Laguna Development Corporation

Manager Procurement

August 2016 – September 2017

■ Performed legal review and negotiation of procurement contracts for all departments from license, lease, lease to own and purchase agreements for gaming equipment and associated products, to IT software licenses, hardware procurements, and IT maintenance and support agreements. As well as, Facilities design/build construction contracts, Marketing and entertainment contracts, contracts with hotel suppliers, large event contracts, contracts for Hotel banquet operations and RV Park events and general use; insurance provider agreements and consultant agreements for HR, Finance, and other business units; and any contracting needs for the operating casinos, hotel and other retail business interests. Verified with internal clients (and recommended changes to) scopes of work and pricing terms.

■ Developed terms and conditions for Purchase Orders, developed process to ensure services contracts included complete scopes of work (including milestones). Revised existing contract templates, including NDA, consulting agreement, and hotel/banquet events agreement to bring them up to best practices standards. Drafted RFP, RFQ and RFI templates, an evaluation form to score each proposal, and a score card to be used to ensure compliance after the contract is awarded. I revised the processes for carrying out RFPs, RFQs and RFIs to include the evaluation form and score card processes. Carried out RFPs for a major construction project, armored car services, pest control services, outdoor maintenance, hotel laundry services; consulting services for HR; as well as RFQs for IT and Marketing, equipment purchases for Hotel, Facilities, and goods and services for various other business units not directly related to the casinos.

■ Reviewed regulations and policies and met with internal stake holders to develop improved procedures for secured destruction of gaming receipts. After discussions with stake holders, drafted revised procedures which was approved by stake holders, then carried out RFQ to secure a vendor that would provide secured containers and perform secured shredding of gaming receipts. Drafted procedure for securing documents from prospective vendors (i.e. W-9s, quotes, vendor gaming licenses) prior to orders being placed with vendors. Introduced, rolled out and trained executives, senior management and staff on use of eSigning service (DocuSign) and electronic management of contracts and associated documents. Worked with the Tribal Regulatory Gaming Authority to develop process/manage vendors’ securing vendor gaming licenses, and worked with Accounting, Marketing, Gaming, Facilities and Food & Beverage to implement more efficient processes. Quickly came up to speed on tribal sovereignty, and federal/state/tribal gaming laws and regulations and their applicability to procurement arrangements including determining when NM Gross Receipts Tax applied and when the Tribal Taxing Authority taxes applied; and performed risk analysis supporting policy/process changes.

■ Supervised Procurement Clerks and Warehouse Clerk, and general operations of the Procurement Office.

Seventh Judicial District Attorney’s Office

Assistant District Attorney

September 2014 – July 2016

Criminal litigation of misdemeanor and low level felony cases, perform legal research, draft motions, consult with law enforcement, probation and parole officers, forensic experts, and victims and witnesses. Perform legal research and prepared advisory memo to state and local law enforcement addressing jurisdictional issue between the law enforcement agencies, handled Inspection of Public Records Act requests and prepared responses to IPRA requests for DA. Carried out other legal research and matters as assigned, as well as presented motions to the District Court to approve subpoenas to secure information covered by HIPAA.

New Mexico Tech University – Energetic Materials Research & Training Center

Contract Management

June 2014 – July 2014

■ Supervised Payroll, Purchasing, and Pre-Award.

■ Provided weekly training to Purchasing staff to bring their performance up to standards of main campus purchasing office (most notably compliance with State Procurement regulations).

■ Reviewed, negotiated and drafted changes to sponsored research and services contracts, and drafted an improved nondisclosure agreement for the University, as well as negotiation of contract for provision of research services by ICASA to third party relating to research in computer security;

■ Analyzed and streamlined purchasing workflows to include electronic routing of approvals, and provided guidance on the applicability of NM State Procurement laws and when FAR, DFAR and NASA procurement regulations applied;

■ Supervised preparation of regular and quarterly financial and other activity reports;

■ Implemented use of Data Rights form by Pre-Award to ensure government agencies were properly notified when EMRTC would be using pre-existing EMRTC inventions in carrying out funded research.

EMCORE Corporation

Corporate Counsel EPV Division / Contract Management

January 2011 – June 2014 / September 2010 – September 2013

(initially hired for Contract Manager position, but was then promoted to Counsel position)

■ Provided legal advice and risk analysis on transactions to executives, senior management, and staff of EPV Division (which included HR issues and investigations, Manufacturing floor/Operations, Supply Chain/Shipping, Proposals, Contracts Management, and IT). Such analysis included presenting mitigation strategies, regulatory compliance with a focus on company’s financial goals while meeting regulatory requirements

■ Specifically related to IT: negotiation of all software licenses including with OEM providers, technical support, maintenance and services agreements. Provided legal support on RFPs related to procurement of systems and software, review of security and privacy procedures, and legal support on any other issues as they arose.

■ Performed legal research and analysis regarding applicability of federal procurement regulations, including cost pricing analysis, (i.e. FAR, DFAR, DEAR, NASA regs, etc), applicability of FCPA, OCI and EAR/ITAR with respect to foreign sales and procurements and compliance therewith, advised Proposal Managers (Pre-Award) and was part of the evaluation team involved in the preparation of bid responses to RFPs and general requests for proposals on sponsored and commercial projects. I was responsible to the team for ensuring we were in compliance vis-à-vis cost price analysis on government proposals. I also kept abreast of proposed rule-making/federal legislation and submitted public comment when necessary; and in addition the applicability of NM Procurement laws and states’ sales tax requirements on sales of terrestrial solar products;

■ Reviewed, drafted and negotiated all sales and R&D contracts with US and foreign customers (i.e. OEM sales agreements for sale of space qualified solar cells and panels, distribution & representative agreements, complex multi-party R&D, NDAs, US government prime & subcontracts, Long Term Sales, reseller and distribution agreements, joint ventures, engineering-design-procurement arrangements for space qualified and terrestrial solar cells and panels, software licenses, data rights, hardware lease to own, realty leases and consultant agreements), RFPs and procurement contracts and purchase orders, and prepared and submitted all regular compliance reports to US Prime Contracts or federal agencies as applicable, resolved contract disputes and impasses in contract negotiations, also negotiated with New Mexico Land Office for lease to construct 2MW Solar facility, negotiated with public utility on requirements for the facility, and lobbied Pubic Regulation Commission for extension of time for grandfathering rate to be paid by utility for power from the EPV facility;

■ On all sales and R&D contracts worked closely with internal stake holders to ensure existing intellectual property was protected, ownership of intellectual property developed under a given contract was clearly identified, transfer of intellectual property rights to the limit required for sale of product, alignment of Scopes-of-Work with engineering specs and production time lines, and developed negotiation strategies for business development, as well as strategies for retaining rights to intellectual property when subcontracting or outsourcing production, and maintained working relationship with external customers;

■ Performed legal research and assisted IT with security and privacy requirements for storage and maintenance of data on sensitive programs; managed compliance and reporting on US government contracts; advised internal teams of contract requirements/compliance requirements; performed investigation of claims by customers of possible infringement of intellectual property and worked out resolution; provided analysis of wage & time reporting requirements for HR for federal contracts, and any other HR issues as they arose. Also provided training on property management to all EPV employees, and coordinated training by outside export control counsel for entire company, provided EPV Division staff training on property management and contract compliance issues;

■ In addition to regular duties, collaborated with Moss Adams consultants and internal business units, to accomplish within a very short time frame, complete redraft and implementation of each of the Division’s business units’ policies and procedures thus permitting Division to pass a DCAA and DCMA audits and resume federal contracting eligibility; spear headed paperless contracting using eSigning service and development of contract database to store contract information, thereby improving access to contract information, increasing efficiency of processes, and greatly reducing cost related to off-site storage and archiving.

■ Supervision of Legal Staff in the Albuquerque office, managed EMCORE’s export control outside counsel, close interactions with customers’ contract managers and legal counsel, oversight of contract management including keeping ORCA then SAM reporting databases up-to-date, assisted General Counsel with export control processes/issues and other duties as requested, and prepared quarterly activity reports and metrics; and

■ My international transactions experience includes business and contracts negotiations with entities in Russia, South Korea, Japan, China, Taiwan, Thailand, Australia, India, Israel, Turkey, Germany, Netherlands, Finland, United Kingdom, Canada, Brazil, and Argentina.

New Mexico Highlands University

Director Procurement

August 4th – 31st, 2010 (It was understood I had a better offer from Emcore Corp, but helped NMHU for a month)

Performed analysis of processes and documents utilized by University’s Procurement Department, developed new contract templates, and recommended new policies and procedures improving efficiency and reducing FTE time processing paper, as well as bringing the department into compliance with NM Procurement Code, Federal Procurement regulations, and cost analysis principles; and reviewed of

architect agreements with engineering-procurement-construction (EPC) contract for construction of student union building. Supervised Purchasing Dept and Shipping and Receiving staff. Worked closely with upper management, and provided recommendations to President Fries.

PNMR Services Company

Project Analyst/Sr. Analyst-Supply Chain

December 2002 – August 2010

■ Specifically related to IT: reviewed and negotiated all software licenses for IT and individual business units, negotiated software upgrade of major software system used by company which included negotiation of escrow agreement, software licenses, hardware lease agreements, technical support and service agreement, also negotiated software/technical support and services agreements for financial software to be used by entire enterprise;

■ As part of a team worked on various special projects, including with team rolling out internal processes to TNMP after its merger into PNMR; worked with Accenture consultants on restructuring Procurement into a centralized Supply Chain organization, bringing Supply Chain into alignment with corporate financial/cost savings goals;

■ Part of team that redesigned contract management workflows to work with new/upgrade of work-management software (Passport v10). As part of team rolled out and provided training to PNM and its subsidiaries on Passport v10 including TNMP; redesigned contract management workflows to work with upgrade of document management software system (DM) which included incorporation of calendaring software system (DocMinder); implemented electronic signing of contracts with eSigning software making Supply Chain paperless (reducing costs including off-site storage costs);

■ worked under very short deadline with HR, Legal, and Operations to design and implement a process to secure background checks and training of contractors’ employees to meet NERC physical security requirements; revised contract templates for Supply Chain; performed complete overhaul of signature authority policy and processes (simplifying the process and bringing it into compliance with SOX) as part of implementation of new enterprise-wide accounting software (PeopleSoft); performed compliance reporting on material contracts per Sarbanes-Oxley;

■ worked closely with A/Pay and Risk Management to resolve contract issues as they arose, and with Risk Management on negotiation of insurance provider contracts, and negotiated realty leases and rights-of-way agreements including provisions regarding hazardous materials/waste.

■ Under new Supply Chain reorg, determined enterprise-wide commodities for which to pursue sourcing events, then led many large sourcing events for commodities utilized throughout the enterprise (such as credit cards, office supplies, and electric poles), and assisted with outsourcing agreements, as well as the RFP to secure a supplier to keep various warehouses, yards, and power plants stocked with hardware needed by work crews; implemented use of supplier score cards and regular meetings with such suppliers to ensure continuous improvement, negotiated numerous software licenses, including enterprise wide software licenses and hardware leases with OEM providers, IT technical support agreements, and prepared and submitted information for SOX reporting requirements;

■ Prepared and filed patent assignments in USPTO, prepared and negotiated movie location agreements, assisted Sourcing Specialists with difficult negotiations including review of their contracts.

■ In 2009 PNM donated part of my time to assist New Mexico Highlands University with it’s Intellectual Property Policy redraft, select research agreement negotiations, and copyright issues.

Prinova Capital Group, Inc.

Intellectual Property Attorney & Deputy General Counsel

August 2001 – November 2002

Legal representation related to intellectual property issues, preparation and negotiation of all contracts, revision of existing contract templates, and policy/procedure development including HR policies/procedures and investigations.

■ Specifically related to IT: negotiated software license agreements for client companies, drafted software license and technical support and services agreements and OEM agreements for client companies with software they created;

■ Developed a team based due diligence process to review all business aspects of client companies seeking financing/funding from Prinova Capital Group (PCG), with each team member presenting their findings to the team, and having the team develop strategies to address shortcomings in the client company’s business (such as ways to generate sales from non- and under- performing assets, aligning

processes to client company’s financial goals, identifying and securing protection of intellectual property, etc), corrective actions which would reduce the amount of financing/funding actually required by the client company;

■ Assisted General Counsel: (i) to clear up portfolio of grade D auto loan paper held by publicly traded subsidiary Autolend, Inc., (ii) negotiate out of involuntary bankruptcy a bio-tech company, then restructure management and move it from Maryland to Albuquerque, (iii) negotiate and draft EPC contracts for (turn-key) construction of clean room facility for the newly restructured bio-tech company, and (iv) other tasks as assigned;

■ Prepared corporate formation filings, bylaws, and operating agreements for LLCs, partnerships, and corporations, as well as contracts such as NDAs, debt to equity exchanges, debt instruments, franchise arrangements, software development and sale/exchange of real and personal property agreements, turnarounds including bankruptcy turnaround arrangements, review of and correction of defects in realty title documents, preparation of movie financing arrangements, agreements for the Albuquerque Film Festival, and recording and appearance agreements;

■ Reviewed federal regulations to establish an SBIC, assisted in preparation of SBIC funding application, worked with team on venture capital funding through an SBIC, and reviewed proposed federal legislation relating to financing arrangements;

■ Revised PCG’s existing agreements and policies, including factoring agreements, developed management procedures for tracking PCG’s equity and other interests in client companies, business consulting activities, team assignments, and provided back-up to General Counsel; and

■ Reviewed and negotiated various music license and arrangement agreements, and artists’ agreements.

Cates & Hammel, PC

Attorney

September 2000 – March 2001

■ Legal representation of clients on business contracts, software license and development agreements, authorship and copyright agreements for musicians and artists, and consumer finance arrangements;

■ Negotiated the resolution of a trademark dispute between a client and the NFL;

■ Performed legal research for senior partners on federal civil rights, employment, and title IX cases; and

■ Drafted/lobbied state legislature on IP legislation, which Governor Johnson signed into law March 2001.

University of New Mexico

Associate University Counsel/Patent Administrator

May 1993 – August 2000

LEGAL REPRESENTATION OF BOARD OF REGENTS, UNIVERSITY COMMUNITY AND PATENT ADMINISTRATION DUTIES:

■ Contracts. Assisted Contract & Grants Offices for main campus and Health Sciences Center by drafting and negotiation difficult terms in sponsored research agreements, which included subsequent subcontracts, amendments, biological and chemical material transfer agreements, Contract Research and Development Agreements, multi-party consortium agreements including NSA sponsored micro-engineered materials consortium agreements, leases of University labs and facilities to start-up companies, agreements for design-procurement-construction and management (EPCM) agreement and all software/hardware agreements for DoD funded super computer located on Maui and known as the Maui High Performance Computing Facility, software/hardware agreements for University’s IT Dept, NDAs, data ownership, consulting and settlement agreements, as well as development of contract templates for the Contract and Grant Administration Office, some agreements for KUNM and KNME (the University’s radio and TV stations), artist agreements for Tamarind Institute (artists institute), publishing, copyright and other agreements for libraries, agreements for the museums and archives, arrangements regarding assignment of intellectual property rights to the University’s Foundation, all patent, copyright and trademark license and assignment agreements. Also provided training to Contract and Grants staff on issue spotting on sponsored research contracts provided by other parties.

■ Research Issues:

Advised Provost, VPs, and Contracts and Grants Office (Main Camus and Health Sciences

Center) on legal issues related to tech transfer and research, including compliance with federal and state laws and regulations governing sponsored research at a university (including wage regulations), such as federal procurement regulations (i.e. FAR, DFAR, DEAR, ATR, DARPA, STTR, SBIR, OMB Circulars, and NIH) including cost pricing analysis, use of human and animal subjects in research, conflict-of-interest in research, export controls, computer security, and reviewed proposed federal legislation and prepared/submitted public comment when necessary;

Negotiation of royalty bearing licenses of University (Health Sciences and Main campus)

patents (prior to formation of STC), copyrights, trademarks and other Intellectual Property (IP), management of University’s equity position in spin outs and start-up companies (prior to formation of STC), responsible for management of University owned IP, managing outside patent and trademark counsel, filing copyright registrations, filing assignments and maintenance payments with USPTO, preparation/issuance of cease and desist letters regarding University’s trademarks/logos, responding to copyright infringement claims under the Digital Millennium Copyright Act, and resolution of issues involving the University’s incubator/ Research Park;

Advised Senior Administration on applicability of the New Mexico State procurement

regulations, use of university facilities by research sponsors and start-ups supported by the Research Park, trade secret laws, as well as investigation and supervision of litigation regarding unauthorized removal by former and terminated employees of data, technology, IP, and trade secrets;

As requested, advised other state agencies (i.e. State Game & Fish, State Highway Dept, Attorney General's office) on their intellectual property (IP) issues; and

Redrafted the University’s IP and associated policies to incorporate the Research Park’s tech

transfer operations and negotiated approval of these policies with the faculty; assisted with draft of University’s computer use policy; served as ex officio member of the Research Policy Committee, Conflict of Interest in Research Committee, and Faculty Senate; and acted as liaison between faculty and university’s incubator/Research Park.

■ Technology Transfer and Manage the Patent Administration Office (PAO):

managed administrative reviews of inventorship and other intellectual property disputes among University members, administrative rules and procedures for Research Office and standing committees;

provided regular training to: the Contract & Grant Administrators on contract negotiations, the

PAO staff on calendaring USPTO patent and trademark deadlines, management of IP files, confidentiality issues, and to departments and graduate student groups across the University on IP issues in research, fair use of copyrights, data rights, and computer security/misuse, and maintained a relationship with the UNM Law School to provide externships through the Clinical Law Program to UNM law students interested in IP law, and handled Inspection of Public Records Act requests for proprietary information;

directed and oversaw outside patent counsel on patent prosecutions before USPTO, and litigation before Federal and State Courts involving University owned IP;

for four years prior to the establishment of the Research Park, negotiated technology transfer agreements, including patent and copyright licenses for inventions, as well as other intellectual property developed by University faculty and grad students;

after formation of STC continued to negotiate copyright and trademark licenses, and secure trademarks for the university and managed compliance/oversight sending cease and desist letters to unauthorized users of these trademarks;

prepared annual reports, budgets for day-to-day operations, projections of future

patenting costs, and supervised accounting and distribution of royalty income;

Supervised management of the University’s patent, copyright, and trademark portfolios; and

Supervised PAO staff.

Legal Assistant to UNM Patent Administrator

August 1991 -- April 1993

Under supervision of Patent Administrator reviewed Contract and Grant terms and conditions, handled filing documents with the USPTO, prepared and filed maintenance fee documents, assignments, declarations with USPTO. Provided training to Contract & Grant Administrators. Performed legal research and prepared briefing memos regarding copyright and trademark issues as they arose.

EDUCATION

Juris Doctor 1991 (Diploma)

University of New Mexico School of Law, Albuquerque, NM 87103

B.S. Physics / B.A. Mathematics 1983 (Diplomas)

*also completed course work in 4 computer languages (BASIC, COBOL, PASCAL, FORTRAN)

LICENSES/SPECIAL ACCOMPLISHMENTS

■ Member in good standing of the NM State Bar (NM Licensed Attorney)

■ Arbiter on various cases for 2nd Judicial District Court – Court Alternatives program

■ Spot Award for excellent work in upgrading EMCORE’s policies and procedures to pass federal audits

■ Lobbied NM State Legislature for passage of a state intellectual property bill, which was passed

unanimously. Then worked with Governor’s Office to get the bill signed into law. The bill became law in July 2002; it is 57-3C-1 et seq., NMSA 1978 as amended.

■ Guest speaker at various training seminars in Albuquerque related to ownership and protection of IP

■ Held “Top Secret” clearance while at Mission Research Corp

■ While at NOAA co-author on paper published in the International Climate Proceedings held in Meudon, France in 1985, as well as two technical reports published by NOAA

■ Fluent in Spanish

■ Studied French for three (3) years in High School, and minored in French in undergraduate.

BOARD MEMBER & PRO BONO ACTIVITIES

■ Technology Division of the Alb. Downtown Action Team (2001-2002)

Not-for-profit organization of Albuquerque’s downtown businesses interested in promoting

redevelopment and business growth. Served on the advisory team, which worked on marketing Albquerque as a place to do business.

■ WESST Corp (2001-2003)

Not-for-profit dedicated to fostering entrepreneurship among women and minorities having low to

moderate incomes by providing access to low interest business loans, business education and training programs. Served on the board, and provided some training materials on preserving IP, which was provided to the organization’s clients.

■ Tapetes De Lana (2004-2006)

Not-for-profit that provided weaving and other craft training to persons in rural areas of the state. Served on the board.

■ San Miguel Del Bado Land Grant (2009-2014)

A Spanish colonial land grant located in rural northern New Mexico was granted recognition and

became a political subdivision of the State of New Mexico in 2009. As a political subdivision of the State of New Mexico, the Land Grant became subject to the New Mexico State Constitution, statutes, laws and regulations. While the Land Grant was granted status as a political subdivision, it was not granted taxing authority or is it provided funding by the state. I, thus, provided pro bono legal services. I provided legal advise and support to Board of Trustees on how to run board meetings and maintain compliance with state Open Meetings Act and Roberts Rules. I also assisted with Inspection of Public Records Act, applicability of NM State Procurement laws and regulations



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