Vice President - Senior Technology Transactions Attorney, Associate General Counsel

EXL is seeking an experienced Senior Technology Transactions Attorney to serve as Associate General Counsel within its Legal & Compliance team, reporting to the EVP, General Counsel & Corporate Secretary. This is a senior leadership role combining hands-on responsibility for EXL’s most complex sell-side technology transactions with people leadership over the broader commercial contracting function. The successful candidate will be a member of the Legal leadership team, a trusted advisor to senior business leaders, and a key escalation point for high-stakes negotiations across EXL’s global portfolio.

• Directly negotiate some of EXL’s largest and most complex sell-side technology outsourcing agreements, including master services agreements (MSAs), statements of work (SOWs), professional services agreements, and SaaS/technology licensing arrangements.
• Structure and negotiate sophisticated data use rights, data licensing, and data ownership provisions, including for derived data, model training data, and analytics outputs.
• Serve as primary embedded legal support to one or more business units, advising on contractual risk allocation, liability caps, indemnification, limitation of remedies, service levels, and IP ownership.
• Advise on data privacy and security requirements embedded in commercial agreements, including HIPAA, GDPR, CCPA, and other sector-specific regulatory obligations.
• Manage and mentor a team of commercial contracting attorneys, overseeing workload distribution, quality of negotiated terms, and professional development.
• Act as a primary escalation point during high-stakes or stalled negotiations, working directly with clients, outside counsel, and business leadership to break logjams and reach commercially sound resolutions.
• Set negotiation strategy and risk tolerance guidance for the broader contracting team, ensuring consistency across deals and business units.
• Develop and maintain playbooks, templates, and fallback positions for recurring contract types, including MSAs, SOWs, SaaS agreements, and data use provisions.
• Lead initiatives to advance EXL’s overall contracting standards, driving consistency, efficiency, and risk discipline across the global Legal function.
• Partner with Sales, Delivery, Finance, and Risk leadership to refine deal structuring processes and surface legal exposure earlier in the sales cycle.
• Contribute to Legal leadership team discussions on department priorities, resourcing, and strategic initiatives.

Required

• J.D. from an accredited law school; active bar admission in good standing (New York preferred).
• 10–15+ years of commercial contracting experience, with substantial in-house experience at a technology services, business process management, or professional services company strongly preferred.
• Extensive experience negotiating large, complex sell-side technology outsourcing agreements, including MSAs, SOWs, professional services agreements, and SaaS arrangements.
• Demonstrated experience structuring and negotiating data use rights and data licensing provisions.
• Prior experience managing, mentoring, or otherwise leading attorneys or a commercial contracting function.
• Track record serving as an escalation point in complex, high-stakes negotiations, with the ability to identify practical paths to resolution.
• Exceptional drafting, negotiation, and communication skills, with the ability to translate legal complexity into business-ready guidance.
• Proven ability to independently manage a demanding, varied workload and prioritize competing deadlines without sacrificing quality.

Preferred

• Experience negotiating technology and services agreements in the Healthcare industry, including familiarity with Payment Integrity or comparable healthcare payer/claims-adjacent services.
• Experience supporting global business operations across the U.S., Europe, India, and/or other international markets.
• Familiarity with AI governance, technology licensing, or analytics services contracts.
• Experience working in a high-growth, publicly traded company environment with SEC reporting obligations.
• Strong cross-functional relationship-building skills and a demonstrated capacity to influence without authority.