RWI Counsel - Transactional Risk

IDEX Consulting; Chicago (IL); On-site; USD 180,000 - 240,000; Full time

Job summary

IDEX Consulting seeks a highly experienced RWI Counsel to support its corporate practice on representations and warranties insurance within M&A. You will work closely with M&A partners and clients to structure, negotiate, and place RWI policies, while advising on indemnities and risk allocation in SPAs.

The ideal candidate has 5-8+ years of relevant experience, a strong academic background, and the ability to manage complex counterparties in fast-paced deal environments.

Qualifications

• 5-8+ years of relevant experience in transactional M&A or RWI placement.
• Strong academic background.
• Ability to manage sophisticated counterparties across PE and corporate deal teams.
• Experience analysing SPAs, disclosure schedules and diligence reports in context of RWI placement.

Responsibilities

• Review and negotiate RWI policies in live transactions.
• Advise on risk allocation provisions within SPAs.
• Analyze coverage exclusions and retention structures.
• Ensure policy language aligns with deal objectives and signing timetables.

Skills

RWI/W&I insurance

M&A deal work

Drafting/negotiation

Risk allocation

Education

Law degree / qualified attorney

Job description

A leading international law firm is seeking an RWI Counsel to join its corporate practice, focusing on representations & warranties insurance and transactional risk advisory within M&A transactions. This role sits at the intersection of deal execution and insurance structuring, advising private equity sponsors, corporates and deal teams on the negotiation and placement of RWI policies and related indemnification arrangements.

The position will involve close engagement with M&A partners and clients on live transactions, including reviewing and negotiating RWI policies, advising on risk allocation provisions within SPAs, analysing coverage exclusions and retention structures, and ensuring policy language aligns with the commercial objectives of the deal. The role requires strong technical fluency in both transaction documents and insurance mechanics, as well as the ability to operate effectively under signing timetables.

We are particularly interested in:

• A lawyer with meaningful exposure to RWI / W&I insurance within a transactional M&A practice; or
• A current RWI underwriter (or broker) with prior top-tier law firm training who is interested in pivoting back into private practice within a specialist advisory capacity.

Candidates should have approximately 5-8+ years of relevant experience, a strong academic background and the ability to manage sophisticated counterparties across private equity and corporate deal teams. Experience analysing SPAs, disclosure schedules and diligence reports in the context of RWI placement is highly desirable.

The ideal candidate will demonstrate technical fluency in representations and warranties insurance policies, with a strong understanding of how coverage mechanics intersect with transactional risk allocation. They will possess excellent drafting and negotiation skills, coupled with sound commercial judgement in fast-paced deal environments. The ability to maintain precision without disrupting deal momentum is essential, as is the confidence to engage effectively with partners, clients and insurers in sophisticated transactional settings.

This is an opportunity to join a recognised platform advising at the forefront of the transactional risk market, offering exposure to complex domestic and cross-border deals and the ability to build a distinctive niche practice within a growing and strategically important area of M&A.

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