Counsel

Description

The ADA Forsyth Institute was founded in 1910 as the Forsyth Dental Infirmary for Children (later, the Forsyth Institute), to provide dental care to the disadvantaged children of Boston. While continuing to serve children in need, yet recognizing the ultimate goal is to prevent dental disease, the Institute in 1915 began to focus on scientific research and is today the world’s leader in oral health research. In October of 2023, the Institute joined with the American Dental Association to form the ADA Forsyth Institute, a 501(c)(3) entity dedicated to improving people’s oral and overall health and powering the profession of dentistry through cutting-edge basic research, creative translational science, innovative clinical technologies, and global public health outreach. Consistent with the Institute’s founding mission, the ADA ForsythKids mobile dental program continues to serve children in need. 

The ADA Forsyth Institute is seeking a collaborative and solutions-oriented Counsel to join its Legal Department and support its mission of advancing oral health through research, innovation, education, and patient care.  The Counsel is an integral member of ADA Forsyth Institute's Legal Department and reports to the Vice President, Legal. The Counsel provides legal advice and counsel on a broad range of matters supporting the Institute's research, clinical, educational, and business operations. Working under the guidance of the Vice President, Legal, the Counsel drafts and negotiates research and commercial agreements, advises on intellectual property and technology transfer matters, supports regulatory compliance and corporate governance initiatives, and provides practical, business-oriented legal guidance to faculty, researchers, leadership, and administrative departments.

ESSENTIAL RESPONSIBILITIES

Legal Counsel

• Provide timely, practical legal advice to faculty, researchers, executive leadership, and administrative departments. 
• Identify legal risks and recommend practical solutions that align with the Institute's strategic objectives. 
• Conduct legal research and prepare legal memoranda, opinions, and other legal documents. 
• Assist in the interpretation, development, and implementation of institutional policies and procedures. 
• Monitor changes in applicable laws and regulations affecting the Institute.

Contracts & Transactions

• Draft, review, negotiate, and administer a broad range of agreements, including:

o Confidentiality Agreements (NDAs/CDAs) 

o Material Transfer Agreements (MTAs) 

o Sponsored Research Agreements 

o Research Collaboration Agreements 

o Clinical Trial Agreements 

o Data Use Agreements 

o Consulting Agreements 

o Vendor and Professional Services Agreements 

o Software and Technology Agreements 

o License Agreements 

o Affiliation Agreements 

o Statements of Work and contract amendments 

• Advise internal clients regarding contractual rights, obligations, and legal risk. 
• Partner with leadership, faculty and administrative departments to facilitate timely contract review and execution. 
• Coordinate negotiations with collaborators, universities, healthcare organizations, industry partners, sponsors, and vendors. 
• Support continuous improvement of contract review processes.

Intellectual Property & Technology Transfer

• Provide legal advice and support on intellectual property matters, including patents, copyrights, trademarks, trade secrets, and related licensing matters. 
• Review invention disclosures and advise on intellectual property protection and commercialization strategies. 
• Coordinate with outside patent counsel on patent prosecution, portfolio management, and related intellectual property matters. 
• Draft, review, and negotiate intellectual property, licensing, technology transfer, and commercialization agreements. 
• Support the Institute's intellectual property portfolio, including invention disclosures, technology transfer activities, and compliance with federal requirements governing federally funded research. 
• Partner with leadership, faculty, researchers, and external collaborators to support innovation, strategic partnerships, and commercialization initiatives.

Corporate & Regulatory Matters

• Assist with legal compliance related to research, healthcare, nonprofit operations, and applicable federal and state laws. 
• Support Board of Directors and governance activities. 
• Provide legal support on compliance and operational matters. 
• Coordinate with outside counsel on litigation and specialized legal issues. 

Other Responsibilities

• Build collaborative relationships across the Institute while providing responsive, client-focused legal services. 
• Maintain confidentiality of sensitive legal, business, and research information. 
• Perform other duties and special projects assigned by the Vice President, Legal.

 REQUIREMENTS

Education & Experience

• Juris Doctor (JD) from an accredited law school. 
• Undergraduate life science or bioengineering degree is preferred.
• Active membership in good standing with at least one U.S. state bar. Admission to or eligibility for admission in Massachusetts. 
• 2+ years of legal experience in a law firm, corporate legal department, academic institution, healthcare organization, biotechnology company, research institution, or similar environment. 
• Experience drafting, reviewing, and negotiating commercial, research, or technology-related agreements. 
• Experience with intellectual property matters, including patents, technology transfer, licensing, research collaborations, or commercialization activities. 
• Experience supporting nonprofit organizations, academic institutions, or federally funded research environments is preferred.

Knowledge, Skills & Abilities 

• Knowledge of contract law and commercial transactions. 
• Working knowledge of intellectual property law and technology transfer. 
• Strong legal drafting, negotiation, analytical, and legal research skills. 
• Ability to identify legal issues and provide practical, solution-oriented advice. 
• Excellent written, verbal, and interpersonal communication skills. 
• Strong organizational skills with exceptional attention to detail. 
• Ability to manage multiple priorities and deadlines in a fast-paced environment. 
• Demonstrated professionalism, integrity, sound judgment, and discretion. 
• Ability to work independently while collaborating effectively with colleagues and stakeholders. 
• Proficiency with Microsoft Office Suite (Word, Excel, PowerPoint, and Outlook).