Commercial Counsel

Brain Co.; San Francisco (CA); On-site; USD 150,000 - 300,000; Full time

Benefits offered by this job

Competitive compensation

Equity

Performance incentives

Job summary

Brain Co. is seeking an exceptional, business-minded deal lawyer to be our first in-house attorney and build our Legal foundations.

You will work with Sales, Business Development, Finance, and the executive team to close first-of-kind strategic partnerships and high-value deals across government, regulated industries, and major enterprises. The ideal candidate brings 5–8 years of experience, strong contract negotiation skills, and the ability to translate complex legal issues into actionable

Qualifications

• J.D. and active bar membership (California admission or eligibility to waive in strongly preferred).
• 5-8 years of legal experience, with a mix of large law firm and in-house at a tech company.
• Strong background negotiating complex commercial contracts, preferably SaaS/AI/enterprise software, incl. negotiating major deals with C-level execs.
• Strong communication skills, verbal and written; translate complex legal issues into clear guidance.
• Proactive mindset and ability to navigate ambiguity in a fast-paced startup.

Responsibilities

• Employment: advise on offer letters, contractor agreements, equity grants, employee policies, terminations; coordinate with outside employment specialists.
• Fundraising: review and negotiate term sheets, SAFEs, and equity financing documents with company and investors' counsel.
• Real Estate: handle commercial lease review and negotiation; manage outside counsel where appropriate.
• Regulatory Awareness: stay ahead of AI, govtech, data privacy, security, and permitting developments.
• Product Advisory: serve as legal SME for Brain Co.'s AI-assisted tools.

Skills

Contract negotiation

SaaS contracts

Regulatory compliance

Communication

AI/Tech familiarity

Education

J.D.

Bar admission (CA)

Job description

Our Mission

Rebuild how the world works, to make institutions work better for the people they serve.

About Brain Co.

Brain Co. builds AI-native operating systems for large, regulated institutions. Each system is built for a specific industry, powered by agents that push real workflows forward. Underneath it all is Atlas, our proprietary platform that keeps customers in control, secure by design, and never locked into one model.

Why Now

Brain Co. is entering its next phase of production deployments on a national scale with an elite team built from Palantir, Google, Meta, and Nvidia, and a growing footprint across government, insurance, health, and financial services.

Joining now means shaping both the company and a new category of applied AI. Every project here ships to production and is expected to create measurable customer value and impact.

You'll work alongside exceptional peers on some of the hardest problems in applied AI. It's the kind of work you'll still be proud of in ten years from now.

About the Role

Brain Co. is hiring an exceptional, business-minded deal lawyer to be our first in-house attorney and build our Legal foundations. You will work alongside key partners throughout the company - including Sales, Business Development, Finance, and the executive team - to close first-of-kind strategic partnerships and high-value deals. You'll work on a wide variety of deal types, many of which open new routes to market for Brain Co. across government, regulated industries, and major enterprises. You'll also be the lawyer on major deals and projects that make an immediate impact on our fast-growing, dynamic business. Above all, you'll help our business partners and executives solve problems and take down roadblocks.

We're looking for an experienced lawyer with a strong work ethic, excellent analytical and communication skills, and incredibly solid fundamentals as a lawyer. The ideal candidate is creative and thinks outside-the-box, is a self-starter who takes ownership over initiatives, and is hands-on taking in consideration the lowest level of detail.

This role reports to the CFO. Approximately 95% of the work is substantive commercial legal; the remaining ~5% is product advisory support for Brain Co.'s legal AI tools. There's meaningful room to grow the scope and the function over time.

What You'll Do

• Employment: Advise on offer letters, contractor agreements, equity grants, employee policies, and terminations; coordinate with outside employment specialists as needed.

• Fundraising: Support review and negotiation of term sheets, SAFEs, and equity financing documents alongside company and investors' counsel.

• Real Estate: Handle commercial lease review and negotiation; manage outside counsel where appropriate.

• Regulatory Awareness: Stay ahead of legal and regulatory developments affecting our business, including AI, govtech, data privacy, security, and permitting.

• Product Advisory: Serve as legal SME for the teams building Brain Co.'s AI-assisted legal and regulatory tools.

Who You Are

• J.D. and active bar membership (California admission or eligibility to waive in strongly preferred).

• 5-8 years of legal experience, with a combination of large law firm and in-house experience at a tech company.

• Strong background negotiating complex commercial contracts, preferably in SaaS, AI, or enterprise software, including a track record of leading the negotiation of major deals with C-level execs.

• Strong communication skills, verbal and written; able to partner with both legal and non-legal stakeholders and translate complex legal issues into clear, actionable guidance.

• A proactive mindset and the ability to navigate ambiguity in a fast-paced startup environment.

• Sound judgement and a pragmatic approach - protective of the company's interests without being an obstacle to getting deals done.

Bonus Points For:

• Experience advising on AI, data privacy, or regulatory frameworks (DPAs, BAAs, security provisions).

• Experience supporting business development or strategic partnership teams.

• Background at or adjacent to regulated industries, government agencies, or policy institutions, given Brain Co.'s permitting and govtech focus.

• Comfortable and effective in front of customers.

Join Us

If you're excited about helping modernize government and bringing frontier AI into the public sector, we'd love to hear from you.

Location

San Francisco preferred, but flexible on location. Regular travel to government partners and Brain Co. offices will be expected.

Compensation

Competitive compensation including salary, equity, and performance incentives.