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Corporate Paralegal - Davis Wright Tremaine LLP - Seattle, WA

01/13/2022 10:55 AM | Anonymous

Davis Wright Tremaine LLP

Corporate Paralegal 

Davis Wright Tremaine LLP, a national law firm, is seeking an experienced Paralegal to join our Corporate & Transactions team in Seattle.

In this role, you will support multiple Corporate Attorney Teams focusing on Mergers and Acquisitions in all aspects of Deal work, General Corporate, and Debt Financing. We value entrepreneurial self-starters who bring innovative solutions to the table. If you are supremely client-focused, we want to talk to you.

At Davis Wright Tremaine, you will find challenging assignments, opportunities for professional growth and community involvement, and a culture of inclusion. DWT fosters inclusiveness and authenticity. Regardless of position, everyone here has a voice and the support is unparalleled.

In this role, you will:

Corporate M&A Transactional Duties
     * Draft and File Certificates of Incorporation and Certificates of Formation in Delaware and other Jurisdictions
     * Assist clients in preparing due diligence request lists and responding to due diligence requests in financing and M&A transactions; proficient in setting up and using different technology platforms (i.e. virtual data rooms) and other methods for responding to such requests; maintains best practices for organizing, tracking and communicating due diligence responses
     * Prepare and maintain closing checklists for private placement financings and M&A transactions
     * Act as primary interface with filing services for any corporate filings required to complete a financing or M&A transaction; keeps all parties aware of filing deadlines
     * Assist in closing of private placements and M&A transactions, including drafting ancillary documents, preparing signature pages, updating investor schedules, tracking receipt of signatures, and compiling fully executed copies of documents and agreements

UCC Matters
     * Identify Lien Search Jurisdiction and Order Lien Searches
     * Review Lien Search results and prepare lien summaries
     * Review and Draft UCC-1 and UCC-3 Financing Statements
     * Identify and Distinguish “all asset” UCC Filings from equipment      filings

Organizational Documents and Good Standing Certificates
     * Order Charters and Good Standing Certificates
     * Prepare and Disseminate Good Standing Status issues to team
     * Understand Differences in Long and Short Form Good Standings
     * Determine actions necessary to restore Good Standing Status
     * Obtain Bylaws/Operating Agreements
     * Organize Charters; Bylaws/Operating Agreements and Good Standing Certificates in Firm Document Management System (NetDoc’s)
     * Prepare Org. Charts showing ownership interests
Resolutions and Certificates
     * Draft Resolutions, Opinion Support Certificates; Secretary Certificates and Closing Certificates
     * Assist with Distribution of above
     * Revise Resolutions, Secretary Certificates and Closing Certificates as necessary

Original Collateral
     * Responsible for obtaining copies of Original Securities to be Pledged
     * Prepare Stock Certificates to be Pledged
     * Update Cap Tables and Ledgers as necessary
     * Draft Stock/Unit Powers and/or Endorsements
     * Responsible for ensuring Delivery of Original Certificates to Lenders Counsel

Signature Pages
     * Obtain and Maintain Director and Officer lists for each loan party
     * Prepare Signature Packets for Attorney Review
     * Distribute Signature Packets for Execution
     * Review and Organize Executed Signature Pages
     * Prepare Signature Pages for DocuSign or similar electronic execution

Closing Conditions
     * Prepare and Review Closing Checklist and Conditions Precedent Section of Loan Agreements to determine deliverables
     * Identify Loan Parties
     * Order Bring Down Good Standing
     * Compile Closing Deliverables (e.g., Secretary’s Certificates, Borrowing Notice, Officer/Closing Certificates, Perfection Certificates, and Solvency Certificates).
     * Distribute Executed Signature Pages and Closing Deliverables to all Parties in Escrow
     * Add Executed Versions and Final Versions of Closing Documents to Firm Document Management System (NetDoc’s)
     * Compile and Organize Delivery of Original executed Signature Pages and Closing Deliverable to relevant Parties
     * Prepared Electronic Closing Sets
     * Distribute Original Executed Resolutions to Corporate Minute Book Holders

Join us if you have:
     * A strong background in providing corporate support to emerging companies, debt financing experience, and background in M&A transactions is required
     * Bachelor’s degree and completion of paralegal program of study, or clear demonstration of equivalent knowledge and skill
     * Advanced proficiency in the use of Microsoft Office applications (Word, Excel, and Outlook) for the creation and editing of documents, Proficiency in cap table management software, including Carta and Capshare, is not required, but candidate will be expected to become proficient in both quickly
     * Proficiency in the use of electronic signature applications (e.g. DocuSign) and document retention databases (e.g. Google Docs, Dropbox and other proprietary virtual data rooms)
     * Ability to quickly adapt to new technologies and methods of client communication as needed
     * Ability to understand and follow work directions, make discretionary decisions, manage multiple priorities and respond to urgent requests with minimal supervision
     * Excellent proactive communication and interpersonal skills, including the ability to maintain effective working relationships and communicate verbally and in writing, with clients, firm members, and other business contacts
     * Exceptional client service skills, as well as the ability to handle stressful situations in a calm, composed manner
     * Ability to pay close attention to detail and be highly organized and accurate
     * Strong time and task management skills
     * Ability to work effectively and juggle multiple tasks in a team-oriented service environment

  Who We Are
Davis Wright Tremaine LLP is an AmLaw 100 law firm with eight offices nationwide. We are relentlessly committed to client service and look for candidates who share that commitment. At DWT, client service means having empathy for each client’s and each lawyer’s work and personal pressures, business objectives, and legal needs; anticipating their needs; and having the capabilities and commitment to deliver what matters most to them.

  What’s in it For You?
DWT offers competitive compensation in addition to ample benefits including but not limited to:
     * Choice of health and vision insurance plans
     * 2 paid volunteer days for qualifying community service work
     * Dental plan
     * Fertility and adoption benefit
     * Paid sabbatical after 13 years of service
     * Tuition reimbursement
     * Commuter benefits
     * Retirement contribution

This job description intends to describe the general nature and level of work being performed by individuals assigned to this position. It is not intended to include all duties and responsibilities.

Diversity, equity, and inclusion (DEI) are part of the fabric of Davis Wright Tremaine—central to who we are and what we do.  Our vision is to foster a culture where all talented individuals—including those from traditionally underrepresented populations—can have, and can see, a path to success.  We are committed to fostering DEI because it makes our firm better, in every way.  At DWT, every employee has the right to work in surroundings that are free from all forms of unlawful discrimination.  It is our policy to hire, promote, transfer, terminate, and make all employment-related decisions without regard to an employee’s sex (including pregnancy, childbirth, breastfeeding, or related medical condition), race, color, ancestry, sexual orientation, gender, gender identity, gender expression, national origin, religious creed, age, marital status, physical or mental disability, genetic information, medical condition, military condition, military or veteran status or any other basis prohibited by applicable local, state, or federal laws.

Davis Wright Tremaine provides reasonable accommodations for those who need them to complete the application or recruiting process and for employees who need reasonable accommodations to perform the essential functions of their positions due to a disability or for religious reasons.  If you need to request accommodation during the application or recruiting process, please contact ginakette@dwt.com.

To apply for this position, please use the following URL:

Washington State Paralegal Association
19540 International Blvd., Ste. 105
SeaTac, WA 98188



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