Job Title: Commercial Contracts Manager

FLSA Status : X Exempt Non-Exempt

Department: Legal

Location: Houston, TX (New York City considered)

Direct Supervisor: CEO

Indirect Supervisor: CFO

Travel Expected: 10%

# of Direct Reports: N/A

JOB SUMMARY

The Commercial Contracts Manager leads the development, drafting, review, and negotiation of long-term infrastructure and service agreements, including Design, Build, Own, Operate, and Maintain (DBOOM) structures.

This role operates as a commercial risk architect and cross functional integrator, working in close partnership with Sales, Engineering, Finance, and Operations to structure agreements that protect capital, align with approved return thresholds, and enable deal velocity.

The role ensures that technical, financial, and operational commitments remain aligned from origination through execution and throughout the asset lifecycle.

PRIMARY RESPONSIBILITIES

This position will support Sales, Finance, Operations, Human Resources, and Procurement teams for Cambrian Innovation. The position will be located in Cambrian’s Houston, TX office. Cambrian’s New York City office may be considered.

Primary Responsibilities:

• Draft, review, and negotiate long term Design, Build, Own, Operate, and Maintain (DBOOM) and service agreements, including EPC, O&M, performance security, guarantees, and related ancillary contracts.
• Structure and negotiating risk allocation provisions covering construction risk, performance risk, liquidated damages, change in law, force majeure, termination events, and security protections.
• Define and negotiate technical scope, performance standards, KPIs, maintenance regimes, and lifecycle obligations in coordination with Sales, Engineering, and Operations to ensure alignment with commercial commitments and approved investment parameters.
• Structure and negotiate commercial terms including tariffs, service fees, payment mechanisms, indexation, penalties, bonuses, and adjustment mechanisms in partnership with Sales and Finance.
• Align contract structure with approved pricing models, IRR thresholds, CAPEX minimums, and counterparty credit standards. Escalate material deviations from approved risk positions.
• Coordinate with Finance on security structures including parent guarantees, letters of credit, performance bonds, cure rights, and step in rights to protect capital deployment.
• Maintain and continuously refine standard contract templates, fallback positions, and approved commercial playbooks. Track and document deviations from standard positions.
• Support defined turnaround timelines for redlines and negotiations to enable efficient deal progression and closing velocity.
• Lead or support negotiations with industrial customers, sponsors, and subcontractors, preparing issue lists, redlines, and structured negotiation strategies.
• Ensure compliance with applicable laws, permitting requirements, and internal governance standards.
• Support purchasing for any contractual negotiations, including back to back clauses, payment terms, warranty and warranty claims, and any other significant vendor terms as needed.
• Support amendments, change management, contract interpretation, and dispute coordination throughout the asset lifecycle. Incorporate operational feedback into ongoing template improvements.
• Maintain comprehensive contract files, version control, approval workflows, and decision logs.

MINIMUM JOB REQUIREMENTS (Education, Knowledge, Skills, and Experience)

The following are the minimum job requirements for this position.

• Bachelor's degree in law, engineering, business, finance, or related field.
• Significant experience writing, reviewing, and negotiating complex long-term service or infrastructure agreements, ideally including DBOOM, energy as a service, or concession style legal structures.
• Demonstrated experience structuring commercial risk in partnership with Sales and Finance teams.
• Strong understanding of project finance concepts, risk allocation principles, lifecycle maintenance planning, and capital protection mechanisms.
• Experience negotiating directly with senior executives and managing high-stakes commercial discussions.
• Strong cross functional collaboration skills across commercial, technical, operating, and financial teams.
• Excellent written and verbal communication skills.
• High accountability and strong execution discipline.