Government Contracts and Compliance Counsel

ABOUT US: Havoc is a leader in all-domain collaborative autonomy. Its software-defined hardware approach powers military and commercial-grade autonomous systems across sea, air, and land to sense, decide, and act together in complex and contested environments. Havoc connects assets, enabling them to share information, adapt in real time, and continue operating even when communications are disrupted or denied. Havoc optimizes mission performance and minimizes human risk. Havoc was founded in 2024 and headquartered in Providence, Rhode Island. Learn more at Havoc: All-Domain Collaborative Autonomy http://havocai.com/ . About the Role HavocAI is seeking a Government Contracts & Compliance Counsel to support our rapidly growing portfolio of U.S. Government and defense business. This role will serve as a key legal and compliance partner to leadership and teams across contracts, finance, strategy, business development, programs, engineering, and operations. This is a highly cross-functional role for an attorney who understands the realities of operating in the Defense Industrial Base and can translate complex government contracting requirements into practical, business-oriented guidance. You will advise across the full government contract lifecycle—from capture and proposal activities through negotiation, performance, compliance, and closeout—while helping HavocAI build scalable compliance infrastructure as the company grows. The ideal candidate is comfortable operating in a fast-paced, high-growth environment where priorities shift quickly and novel questions do not always have a playbook. You should be equally comfortable analyzing a FAR/DFARS clause, negotiating contract terms, developing a compliance framework, and advising executives on risk. Key Responsibilities Government Contracts

• Provide legal counsel across the lifecycle of U.S. Government contracts, subcontracts, grants, OTAs, and other government agreements.
• Review, draft, and negotiate prime contracts, subcontracts, teaming agreements, NDAs, vendor agreements, and other commercial and government-facing agreements.
• Advise on FAR, DFARS, agency supplements, flow-down requirements, representations and certifications, and government contracting obligations.
• Partner with Contracts, Finance, Strategy, and program teams on solicitations, proposals, negotiations, contract modifications, and performance issues.
• Advise on contract interpretation, changes, disputes, terminations, intellectual property rights, technical data rights, and government rights in software.
• Support diligence and risk analysis associated with new programs, customers, partners, and contracting vehicles. Compliance & Risk
• Develop, implement, and continuously improve HavocAI’s government contracting compliance program as the company scales.
• Provide practical guidance on procurement integrity, organizational conflicts of interest, ethics, mandatory disclosures, lobbying restrictions, gifts and gratuities, and other federal contracting requirements.
• Advise on business systems and compliance requirements applicable to government contractors, including accounting, purchasing, estimating, property management, and related controls.
• Partner with Finance and Contracts on cost and pricing requirements, timekeeping, allowable costs, indirect costs, and audit readiness.
• Support internal compliance reviews, risk assessments, investigations, and corrective actions.
• Monitor regulatory developments affecting defense contractors and translate new requirements into actionable guidance for internal teams.
• Develop policies, procedures, training, and internal controls that enable the business to move quickly while maintaining appropriate compliance standards. Defense Trade & Regulatory Support
• Partner with relevant internal and external stakeholders on ITAR, EAR, export controls, sanctions, and foreign-person access considerations.
• Advise teams on regulatory considerations associated with international business, foreign partners, technical data, and defense-related products and services.
• Coordinate with security, engineering, People, and business teams where government contracting requirements intersect with export controls, security requirements, or personnel considerations. Business Partnership
• Serve as a trusted legal advisor to executives and business leaders, providing clear recommendations rather than simply identifying legal risks.
• Work closely with teams during fast-moving capture, proposal, contracting, and program decisions.
• Balance legal and compliance requirements with operational realities, helping teams identify practical paths forward.
• Partner with outside counsel and specialized advisors when additional expertise is required.
• Help build scalable legal and compliance processes appropriate for a rapidly growing defense technology company. Qualifications
• J.D. from an accredited U.S. law school and active membership in good standing with at least one U.S. state bar.
• 7+ years of relevant legal experience, with significant experience in U.S. Government contracting and federal procurement law.
• Strong working knowledge of the FAR and DFARS and experience interpreting and applying government contract requirements.
• Experience advising defense contractors, aerospace companies, technology companies, government agencies, or organizations operating within the Defense Industrial Base.
• Demonstrated experience drafting, reviewing, and negotiating government contracts, subcontracts, teaming agreements, and related agreements.
• Experience advising on government contracting compliance programs and internal controls.
• Strong understanding of government contract intellectual property and technical data considerations.
• Ability to independently analyze complex regulatory issues and translate them into clear, actionable business guidance.
• Excellent judgment, communication, negotiation, and stakeholder-management skills.
• Ability to manage multiple high-priority matters simultaneously and operate effectively with ambiguity and evolving requirements.
• High degree of ownership, discretion, and integrity.
• U.S. Citizenship required.
• Ability to obtain and maintain a U.S. Government security clearance. Preferred Qualifications
• Experience working directly within a defense technology, aerospace, autonomous systems, robotics, or high-growth government contractor.
• Experience with Other Transaction Authority (OTA) agreements and non-traditional defense acquisition pathways.
• Experience advising on ITAR, EAR, export controls, and international defense business.
• Knowledge of government contract cost accounting, CAS, TINA/Truthful Cost or Pricing Data requirements, DCAA audits, and DCMA processes.
• Experience with government rights in technical data and computer software, including SBIR/STTR data rights.
• Familiarity with cybersecurity and government contractor requirements, including CMMC, NIST SP 800-171, and applicable DFARS cybersecurity clauses.
• Experience supporting internal investigations, mandatory disclosures, government audits, or regulatory inquiries.
• Prior in-house experience within a rapidly scaling organization.
• Active or previously held DoD security clearance. What Success Looks Like You enable the business to move quickly without compromising compliance. You understand government contracting deeply enough to distinguish between meaningful risk and issues that can be solved pragmatically. You anticipate requirements before they become problems, build processes that scale without unnecessary bureaucracy, and become a trusted partner to leaders across the organization. You are comfortable operating without a perfect roadmap, taking ownership of complex issues, and helping HavocAI successfully navigate the regulatory environment that comes with scaling a defense technology company. BENEFITS:
• 100% Employer paid Health Insurance
• Dental and Vision Insurance for you and your families
• Life Insurance (Employer Paid)
• Ability to participate in the companies 401k program (Matching)
• Unlimited PTO policy with an enforced 2 week minimum
• Equity Package
• Work / Home Office Stipend
• Global Entry
• 16 Week Paid Parental Leave
• Monthly Health and Wellness Stipend OUR VALUES:
• Innovation: We are driven to break new ground. Every day presents an opportunity to challenge the status quo, think boldly, and deliver advanced solutions that transform the future of defense technology.
• Integrity: We hold ourselves to the highest ethical standards, ensuring transparency, accountability, and trust in all our actions and partnerships.
• Mission-Driven: We are focused on achieving impactful outcomes that align with our core mission—protecting lives through innovation.
• Forward-Leaning: We continuously seek out new opportunities and remain at the forefront of technological advancements. We embrace change and anticipate the challenges of tomorrow with confidence and creativity.
• Ownership of All Tasks: At HavocAI, no problem is too complex or too trivial. We believe that greatness comes from tackling the hardest challenges, but also in handling the smallest, sometimes thankless, tasks with the same level of commitment and care.
• Servant Leadership: We lead by serving others, whether it’s supporting our employees, partners, or the broader community. Empowering those around us is key to achieving long-term success and making a lasting impact. HavocAI is an Equal Opportunity Employer and is committed to creating an inclusive and diverse workplace. We welcome applicants from all backgrounds and do not discriminate based on race, color, religion, gender, sexual orientation, age, national origin, disability, veteran status, or any other legally protected status.