Jocelyn Mallory, Esq

Reporting to the CEO as the managing attorney responsible for oversight of corporate legal matters (General Legal/Compliance/Operations, Contracts, M&A, Employment Matters, Real Estate, and Litigation)

General Legal – Operations/Compliance

• Monitor and update federal/state regulatory parameters to facilitate reporting to Executive Management Team
• Manage all legal issues that arise with any third parties in the clinical operations (i.e. Health concerns, domestic issues/disturbance, patient safety, patient complaints, etc…)
• Develop corporate policies pertaining to Legal and Compliance guidelines (i.e. Data Privacy, Facility guidelines/safety, Auditing, etc...)
• Manage Risk Management process including incident reporting, determination, insurance notification, settlement, and litigation
• Oversee Governance and IP portfolio management

Contracts

• Prepare, draft, review, edit, and approve general contracts (Letters of Intent, Requests for Proposal, Leases, Clinical Affiliation, Equipment Lease, Software, IT, Marketing, Consultation, Managed Service Agreements, NDA/Confidentiality Agreements, Business Associate Agreements, Waivers/Release, Data Privacy, Supplier, etc…) while adhering to Regulatory parameters (Stark, Anti- Kickback, HIPAA, etc…)
• Review and approve marketing and sales materials for regulatory and corporate compliance

Mergers & Acquisitions

• Draft, negotiate, and review all transactional (M&A, JV, MSA, Physician, Hospital, etc…) documents (NDA, LOI, APA, Escrow Agreements, Disclosure Schedules, Commingling Agreements, Transitional Leaseback, etc...)
• Facilitate closings of transactions (Execution Documents, Funds Flow, etc…)
• Conduct research and analysis regarding state and federal legal/regulatory matters that impact transactions
• Ensure compliance with state and federal requirements applicable to Company operations and acquired sites by studying existing and new legislation and advising management, accordingly
• Review due diligence materials and prepare assessment memo to advise the Executive Team and Board (Assess contract/vendor status, conduct verification on organizational structure and UCC findings, research state/federal regulatory parameters for facility fixtures/services
• Coordinate due diligence efforts with departmental liaisons
• Coordinate Integration efforts between Integration team and Seller

Employment Matters

• Draft employment agreements/restrictive covenants/separation agreements and offers for potential candidates
• Resolve employee disputes or workforce matters in association with HR and Compliance
• Develop corporate policies in coordination with HR pertaining to employment matters

Real Estate (100 locations)

• Prepare, draft, review, and edit legal documents pertaining to Real Estate transactions (leases, amendments, subleases, assignments, estoppels, SNDAs, etc…)
• Negotiate lease terms with contracting third parties (landlords, attorneys, developers, etc…)
• Advise C-suite on any regulatory or risk exposure issues with existing portfolio or de novo locations
• Manage corporate Real Estate department
• Review/resolve invoicing and reconciliation with lease administration
• Review financials against internal metrics and Fair Market Value appraisals

Litigation

• Manage outside counsel relationships and advise regarding Litigation strategy
• Handle internal data management requests regarding pending litigation
• Manage litigation budget

• Reporting to the General Counsel/SVP as the attorney responsible for oversight of Mergers and Acquisitions, Real Estate, Contracts, Litigation and General Legal - Operations
• Mergers & Acquisitions
• Coordinate with the VP and Director of M&A to provide legal support and guidance regarding all transactions
• Draft, negotiate, and review all transactional documents (NDA, LOI, APA, Escrow Agreements, Disclosure Schedules, Commingling Agreements, Transitional Leaseback, etc...)
• Facilitate closings of transactions (Execution Documents, Funds Flow, etc…)
• Conduct research and analysis regarding state and federal legal/regulatory matters that impact transactions
• Ensure compliance with state and federal requirements applicable to company operations and acquired sites by studying existing and new legislation and advising management, accordingly
• Review due diligence materials and prepare assessment memo to advise the Executive Team and Board (Assess contract/vendor status, conduct verification on organizational structure and UCC findings, research state/federal regulatory parameters for facility fixtures/services (i.e
• Pool requirements, additional outpatient rehabilitation services in coordination with Medicare/Medicaid, etc..
• Coordinate due diligence efforts with departmental liaisons
• Coordinate Integration efforts between Integration team and Seller
• Real Estate (200 locations)
• Prepare, draft, review, and edit legal documents pertaining to Real Estate transactions (leases, amendments, subleases, assignments, estoppels, SNDAs, etc…)
• Negotiate lease terms with contracting third parties (landlords, attorneys, developers, etc…)
• Advise C-suite on any regulatory or risk exposure issues with existing portfolio or de novo locations
• Manage corporate Real Estate department
• Lease administration, landlord negotiations, landlord disputes, settlement agreements, facilities/maintenance, etc…)
• Manage lease database
• Confer with executive team on site selection and feasibility
• Draft/review LOIs and RFPs during negotiation process
• Draft/review all lease documents (lease, renewals, Estoppels, SNDAs, etc…)
• Review/resolve invoicing and reconciliation with lease administration
• Review site plans and construction contracts
• Review financials against internal metrics and Fair Market Value appraisals
• Utilize customized lease database and QC lease abstracting
• General Contracts
• Draft and review contracts/ legal documents/policies (leases, JV agreements, licensing/service agreements, vendor contracts, etc…) while adhering to Regulatory parameters (Stark, Anti- Kickback, HIPAA, etc…)
• Prepare, draft, review, and edit general contracts as assigned (Letters of Intent, Requests for Proposal, Clinical Affiliation, Equipment Lease, Software, IT, Managed Service Agreements, Confidentiality Agreements, Business Associate Agreements, Waivers/Release, Data Privacy, etc…)
• General Legal - Operational
• Manage all operational issues that arise with any third parties in the clinics (i.e
• Health concerns, domestic issues/disturbance, patient safety, patient complaints, etc…)
• Manage Incident Reporting process including determination, insurance notification, settlement, and litigation
• Litigation
• Manage outside counsel relationships and advise regarding Litigation
• Manage litigation budget
• Teams/Achievements
• Member of Risk Management Committee
• Member of Integration Team
• Named Corporate Employee of the Quarter - Q4 2017

• Reporting to the General Counsel/SVP as the attorney overseeing a portfolio of over 600 healthcare clinics
• Manage Real Estate department and lease administration with third-party firm
• Confer with executive team on site selection and feasibility
• Draft/review LOIs and RFPs during negotiation process
• Draft/review all lease documents (lease, renewals, Estoppels, SNDAs, etc…)
• Review/resolve invoicing and reconciliation with lease administration
• Review site plans and construction contracts
• Review financials against internal metrics and Fair Market Value appraisals
• Utilize customized lease database and QC lease abstracting
• Perform interdepartmental corporate transactions
• Negotiate proposals/contracts/agreements with interested parties (attorneys, healthcare providers, service providers/vendors, etc...)
• Draft and review contracts/ legal documents/policies (leases, JV agreements, licensing/service agreements, vendor contracts, etc…) while adhering to Regulatory parameters (Stark, Anti- Kickback, HIPAA, etc…)
• Review and approve marketing and sales materials for regulatory and corporate compliance
• Resolve all legal issues related to or arising from contract terms as they relate to the clinic operations
• Assist in preparation of partnership agreements (M&A, JV, MSA) and compilation/review of due diligence
• Prepare Feasibility Assessments for business development proposals (De Novo projects, Mergers/Acquisitions, etc...)
• Manage third-party vendor, broker, and outside counsel relationships
• Lead and participate in cross-functional development team during implementation and maintenance cycles
• General Contracts
• Prepare, draft, review, and edit general contracts as assigned (Letters of Intent, Requests for Proposal, Clinical Affiliation, Equipment Lease, Software, IT, Managed Service Agreements, Confidentiality Agreements, Business Associate Agreements, Waivers/Release, Data Privacy, etc…)
• General/Operational
• Consult with and advise executive management on operational and employee issues
• Counsel Executive Management and Field (3,000 employees) on legal issues related to clinic operations, contract, and employment issues
• Consult with executive team and Regional Vice Presidents on business development initiatives
• Develop and present customized financial reporting to Executive Management Team (CEO, CFO, COO) and internal clients on portfolio performance

• Analyzed corporate documents (New Drug Applications, FDA submissions, protocols, domestic/foreign regulatory procedures, product/physician inserts, company-wide procedures, manuals, advertising/sales collateral, etc...) in preparation for pharmaceutical defense litigation and/or government-initiated investigations focused on product liability, DDMAC violations, and copyright infringement
• Made production determinations based upon content in compliance with state/federal laws/regulations (ERISA, HIPAA) in response to plaintiff requests and/or government subpoenas
• Wrote/developed new hire guidelines and legal policies regarding process/procedure of E-Discovery analysis for regulatory review
• Trained newly hired attorneys in process, procedure, and content analysis regarding regulatory guidelines
• Special Projects

• Performed legal research in support of hearings/conferences for supervising and staff attorneys relating to various issues in Family Law
• Prepared legal documents in support of clients (Memos, Preliminary Objections & Supporting Briefs, client case outlines, research outlines, etc.)
• Assisted in monthly workshops conducted for identified individuals with custody issues in Lehigh and Northampton counties

• Developed/implemented marketing strategies for internal/external clients of the insurance services, banking, and credit card divisions that optimized sales across distribution vehicles - increased Products per Customer metric by 2 points, surpassing year-end goal
• Managed Marketing Communications Development Process - increased participation by 50% and exceeded profit goals on 95% of accounts
• Wrote/edited copy and selected/approved design layout for external (1st & 2nd sales proposals, manuals, consumer brochures, direct mail, POS displays) and internal communications (scripts, articles, web/VRU content)
• Developed copy from insurance schematics in compliance w/ legal regulatory guidelines (ERISA, HIPAA)
• Directed/maintained relationships with print and advertising vendors to create profitable marketing collateral across product and business unit while monitoring corporate brand initiatives and usage – budgets ranged from $50,000 to $500,000
• Coordinated/ launched a variety of successful corporate events including program/product launches, employee training seminars, and executive planning sessions

• Evaluated consumer trends and client demographics to develop marketing strategies which utilized proven positioning and brand recognition techniques for Fortune 100 companies offering MetLife’s Long-Term Care, Auto & Home, GUL, and/or Dental insurance products - exceeded participation goals on 90% of accounts while consistently remaining within budget; budgets ranged from $20,000 to $200,000
• Wrote/designed collateral for corporate communications programs according to federal/state regulatory and compliance guidelines (ERISA, HIPAA)
• Developed/presented communications proposals to national, multi-product accounts
• Oversaw the execution of the marketing strategy by coordinating the efforts of the external customer and key internal departments including Creative Development, Technical Review, Legal, and Production
• Used company and unit metrics to conduct post-enrollment analysis to measure success of case implementation.