§ Careers · open engagement·independent contractor · remote, US-based

Fractional General Counsel

Independent contractor Equity + contingent Fractional Remote · US-based Founding counsel

DSE's first dedicated legal and commercial partner — a founding-counsel engagement, not a vendor relationship or cost center. The Fractional GC works directly with the CEO as a senior member of the leadership group on a fractional basis and owns the legal function end to end: commercial contracting and deal velocity, corporate and regulatory governance, and protection of DSE's authored intellectual property.

Compensation is tied to commercial success: an equity grant, a contingent origination fee paid as DSE collects revenue, and an optional deferred retainer. There is no fixed cash salary or retainer.

Apply for this engagement written services agreement · US bar admission required · a principal, every time
§ Please read first·engagement classification

This posting describes an independent contractor engagement, not an offer of employment. The selected individual will enter into a written services agreement with DSE as a self-employed independent contractor. No employer-employee relationship, salary, or employee benefits are created by this posting or any subsequent agreement.

§ About DSE·where this legal function sits

A senior-only boutique with a real legal surface

The legal function is currently managed ad hoc by the CEO. This engagement owns it.

Data Science & Engineering Experts, Inc. ("DSE") is a senior-only boutique consultancy and Delaware C-corp that prepares US regulated financial institutions — banks, credit unions, insurers, broker-dealers, RIAs, and fintechs — for AI governance, security, and regulatory compliance across NIST AI RMF, NIST CSF 2.0, ISO/IEC 42001, the EU AI Act, SR 11-7 model risk management, GLBA, NYDFS Part 500, SEC Reg S-P, and CCPA/CPRA. DSE's practitioners run hands-on AI security red-teaming (OWASP LLM Top 10, MITRE ATLAS) and deliver audit-readiness engagements — DSE prepares clients for audit; it does not certify.

Beyond consulting, DSE is active in federal contracting (SAM.gov, FAR/DFARS, CMMC-adjacent), operates PrivateStack (a private multi-model LLM SaaS platform), and authors open-source IP — including mcp-warden and conclave — that must be protected. That is the legal surface this engagement owns from day one.

§ The mandate·own the function end to end

A founding-counsel engagement, not a redlines desk

Four threads run through the engagement, all pointed at the same outcome: faster, stronger, better-protected commercial growth.

Revenue acceleration & commercial contracting. Negotiate, draft, and close client and federal contracts faster and on stronger terms. Closing deals, shortening cycle times, and unblocking stalled pipeline are core deliverables, not side effects — the Fractional GC acts as a commercial partner to the CEO and shares accountability for revenue outcomes.

Corporate & regulatory governance. Own Delaware C-corp maintenance, data-privacy compliance, regulatory posture, and protection of DSE's authored intellectual property.

Strategic legal advisory. Serve as a trusted advisor to the CEO on growth decisions — partnership structuring, pricing terms, federal teaming strategy, M&A readiness, and enterprise risk management.

Equity stakeholder. Compensation is tied directly to DSE's commercial success. This is a genuine founder-adjacent stake, with the mindset and urgency that come with it.

§ Key responsibilities·six surfaces

What the engagement owns

The Fractional GC owns the legal function end to end. In practice that breaks down into six surfaces.

a · Commercial contracting

Draft, negotiate, and close — fast

Draft and negotiate the full agreement suite (MSAs, SOWs, NDAs, DPAs, vendor agreements) with a focus on speed-to-close, actively drive deals to signature, and build a reusable template library and negotiation playbook for a lean, high-velocity boutique.

b · Negotiation

Hold the line on terms that matter

Lead or support negotiations with regulated-institution clients and enterprise procurement on liability caps, mutual indemnification, IP ownership and work-for-hire, data-processing and privacy terms, and audit/regulatory-cooperation clauses, with standard fallback positions and deal-specific risk judgment.

c · Corporate governance

Keep the C-corp in good standing

Maintain DSE's Delaware C-corp: annual reports, registered agent, state filings, and franchise tax. Draft board resolutions, written consents, and minutes; oversee stock issuance, option grants, and cap-table accuracy; keep the charter and bylaws current as the company scales.

d · Regulatory & IP

Privacy posture and authored IP

Own DSE's data-privacy posture (GLBA as a service provider, CCPA/CPRA, NYDFS Part 500 and SEC Reg S-P contractual representations, DPA negotiation), maintain AI-governance contract language, and protect DSE's authored open-source IP (mcp-warden, conclave) and trademarks.

e · Risk management

First legal responder

Advise on professional liability/E&O, cyber, tech E&O, and D&O coverage as the company scales; establish a dispute-escalation framework; and serve as first legal responder on client disputes, demand letters, or regulatory inquiries, coordinating external counsel for specialized matters.

f · Strategic growth advisory

Structure the next move

Advise on partnership and M&A structuring (LOIs, term sheets, diligence), FAR/DFARS-compliant federal teaming and subcontracts, pricing-term strategy and billing-structure risk allocation, and PrivateStack's SaaS licensing and data-use terms for regulated institutions.

§ Qualifications·capability-based

Who is immediately effective

Required qualifications are non-negotiable; preferred qualifications shorten the ramp.

Required

Non-negotiable

  • JD from an ABA-accredited US law school and active bar admission in good standing in at least one US state, able to advise on Delaware corporate and general US commercial law.
  • 8+ years of post-bar legal experience, including in-house time at a technology or professional-services company and/or a recognized law firm in a transactional or technology-transactions practice.
  • Demonstrated depth in commercial and technology contracting — personally drafted and negotiated MSAs, SOWs, SaaS agreements, DPAs, and NDAs, not merely reviewed them.
  • Direct exposure to regulated financial-services clients or counterparties — understands GLBA, SOC 2, and third-party risk, and drafts around it without slowing the deal.
  • Working familiarity with US data-privacy law (GLBA, CCPA/CPRA at minimum) sufficient to own DPA negotiation.
  • Comfort operating as a solo legal function — setting priorities and building lightweight processes without a legal-ops team.
  • Genuine enthusiasm for an equity-plus-contingent structure with no fixed cash, and the financial position to accept that trade-off.
  • Business-development aptitude and a deal-closing orientation — treats contract velocity as a personal metric and thinks like a revenue stakeholder, not only a risk filter.
  • Comfort with startup-stage risk and ambiguity in a company building its legal function from scratch.
Preferred

Shortens the ramp

  • Privacy certification — CIPP/US, CIPP/E, or CIPM (IAPP).
  • AI-governance legal experience — contracts referencing NIST AI RMF, ISO/IEC 42001, or the EU AI Act, or advising AI/ML companies on governance or model-risk matters.
  • Federal contracting experience — FAR/DFARS, teaming structures, subcontract flow-downs, data rights, and SAM.gov compliance.
  • Startup or boutique professional-services experience — built a legal playbook from scratch in a resource-constrained environment.
  • SaaS licensing and open-source IP experience — terms of service, enterprise licenses, dual-licensing, or OSS license-compliance programs.
  • Fintech, insurtech, or broker-dealer client experience — fluency with SR 11-7, NYDFS Part 500, SEC Reg S-P, and FFIEC vocabulary.
  • Prior equity-based, contingent, or deferred legal engagements — "GC-as-a-service", founding, or advisor counsel who have structured similar arrangements.
§ Compensation·structure, disclosed in good faith

No fixed cash. A real stake instead.

Compensation is disclosed as a structure with good-faith ranges. All terms are negotiated individually and set in a written services agreement.

Compensation: This is an independent contractor engagement with no fixed cash salary or retainer. Compensation consists of: (1) an equity grant in DSE (good-faith range: 0.35–0.60% of fully diluted shares, subject to vesting and Board approval); (2) a contingent origination fee equal to 1.5–3.0% of collected contract value sourced by the Fractional GC, payable only upon DSE's receipt of revenue; and (3) an optional deferred retainer, activating only if DSE exceeds a defined revenue threshold, for an agreed scope. All terms are negotiated individually and memorialized in a written services agreement. No compensation is earned until a signed agreement is in place.

Component 1 · Equity

Equity grant

A good-faith range of 0.35–0.60% of fully diluted shares, subject to a multi-year vesting schedule with a one-year cliff and Board approval. The grant is documented in a board resolution and reflected in the cap table.

Component 2 · Contingent fee

Origination fee

1.5–3.0% of collected contract value on qualifying agreements the Fractional GC materially helped close — paid in cash only as DSE collects revenue, on a cash-receipt basis, never on signature alone.

Component 3 · Deferred

Optional deferred retainer

An optional path to ongoing cash that activates only after DSE exceeds a defined revenue threshold. The threshold and scope are set individually in the services agreement.

US bar ethics

An attorney taking equity and fees tied to business outcomes implicates the applicable rules of professional conduct on reasonable fees and on business transactions with a client. DSE structures the engagement in a written Fractional GC Services Agreement with full disclosure, fair and reasonable terms, and informed written consent; the Fractional GC operates as inside business counsel, and the origination fee is framed and sized as compensation for legal work that enables a deal. Candidates should independently confirm compliance with the rules of their licensing jurisdiction(s). This summary is not legal advice.

Engagement classification

Independent contractor (1099). The Fractional GC maintains their own professional liability (malpractice) insurance. DSE does not provide employee benefits. The engagement is governed by a written Fractional GC Services Agreement executed before commencement.

§ First 90 days·what success looks like

The engagement begins paying for itself

Early success is measured by deals closed and collected, cycle time, CEO time reclaimed, and clean corporate filings.

First collected origination fee
At least one agreement materially driven by the GC signed and cash collected, triggering the first success fee.
Pipeline unblocked
At least two active opportunities advanced from stalled negotiation to signed contract through GC involvement.
Cycle-time reduction
Measurable improvement in average days from first draft to executed agreement on at least three client or federal contracts.
Contract playbook delivered
Standard MSA, SOW, NDA, and DPA suite finalized with redline fallback positions, so the CEO can execute routine deals without escalation.
Federal template suite
Teaming agreement and subcontract templates drafted and reviewed against FAR/DFARS flow-down requirements.
Governance audit complete
Delaware C-corp standing confirmed, cap table reviewed, and outstanding board resolutions or state filings identified and remediated.
OSS IP protection plan
mcp-warden and conclave license terms reviewed, the proprietary/open-source boundary documented, and license-compatibility risks flagged.
Regulatory posture memo
DSE's current GLBA, CCPA/CPRA, and data-handling obligations as a service provider summarized, with prioritized gap actions.
§ How to engage·direct, no recruiter screen

Apply for the engagement

This is an equity-plus-contingent founding-counsel engagement, not a paid-retainer relationship. The right candidate is motivated by a meaningful stake and a path to cash as DSE grows.

Send a brief introduction. Please include: (1) a short note on why DSE's legal surface — finserv AI governance, federal contracting, and OSS IP — is specifically relevant to your background; (2) two or three representative engagements demonstrating commercial contracting, deal-closing, and/or regulated-industry experience; and (3) confirmation of your willingness to engage on a no-fixed-cash, equity-and-contingent basis. A résumé or LinkedIn profile is welcome but not required in the first message. First conversations are 30 minutes with the CEO — direct, no committee, no recruiter screen.

Apply by email hiring@thedataexperts.us · subject line: Fractional GC — [Your Name]

By submitting your information, you acknowledge that DSE will process your personal data for recruiting and evaluation purposes in accordance with our Applicant Privacy Notice.
Reasonable accommodation: if you require a reasonable accommodation to participate in the application or engagement-inquiry process, please contact hiring@thedataexperts.us. Any background checks would occur later in the process and in compliance with applicable fair-chance laws.

§ Equal opportunity·and how we engage

An equal opportunity organization

DSE is an equal opportunity organization. We engage contractors and vendors without regard to race, color, religion, sex, gender identity or expression, sexual orientation, national origin, disability, protected veteran status, age, or any other characteristic protected by applicable law.

US bar admission in good standing and independent contractor status are non-negotiable requirements for this engagement. This page describes an independent contractor engagement, not employment; it does not create an employer-employee relationship, salary, or employee benefits, and is not an offer or a contract. Compensation terms are disclosed in good faith and are negotiated individually in a written services agreement.