Senior Corporate Counsel, Corporate Counsel
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Robert Warner 4104 24TH ST. #580 * SAN FRANCISCO, CALIFORNIA 94114 PHONE (415) 899-3188 * CELL (415) 827-2531 * E-MAIL CORPORATE COUNSEL - COMMERCIAL TRANSACTIONS Resume Capsule Highly dedicated, versatile and experienced commercial lawyer and strategy build er with over ten years of legal experience. Excellent leadership, interpersonal, and client interface skills. Uniquely able to oversee legal and business matter s and direct multiple areas of responsibility while maintaining excellent relati onships. Diverse professional experience working with prominent public companies . Significant expertise counseling both sales and procurement organizations. Tra nsactions expertise in negotiation and drafting of both purchase and sale agreem ents, including software license & development agreements, service and consultin g contracts, web agreements, outsourcing, payment processing, insurance, manufac turing, government contracts, commercial space launch, construction contracts, a nd real estate leasing. Education Juris Doctor, University of Denver Sturm College of Law Bachelor of Science, Business Administration, cum laude, Southern Illinois Unive rsity Authorized Practice: California (In-House), Arizona, Colorado, Washington, DC Activities: Administrative Law Review PROFESSIONAL EXPERIENCE Corporate Counsel May 2004 - Present Allianz of America Corporation Novato, California U.S. affiliate of the world's 12th largest corporation engaged in insurance and financial services * Draft, negotiate and review an extensive range of software license and develo pment agreements, consulting agreements, and service contracts, including ASP/Sa aS, maintenance, hosting, and various web agreements. * Maintain primary company role for negotiation of large, complex outsourcing a rrangements, including data center, application development & maintenance, and n etwork management. Nominated for STAR Award for extensive negotiation of lucrati ve $170-million IT infrastructure outsourcing contract that translated into more than $80 million in company savings. * Clients include IT, Finance, Treasury, Marketing, Insurance Lines, Claims, Hu man Resources, Facilities, and Real Estate. * Counsel business clients on all aspects of contract formation and administrat ion. * Draft standard contract templates and playbooks and provide associated traini ng to clients. * Supervise paralegal in the administration of company trademarks. * Draft all documentation necessary for regulatory approvals of selected transa ctions. * Manage outside counsel on selected projects. Technology Sourcing Leader March 2001-April 2004
Owens Corning World Headquarters Toledo, Ohio Leading manufacturer of pink insulation and home building products * Developed contract templates for a staff of sourcing professionals focused on the procurement of hundreds of millions of dollars worth of products and servic es. * Provided strategic and ongoing support in analysis, planning, organization, n egotiation, and management of all contracting activities related to Information Technology, Inbound/Outbound Transportation, Warehousing, and Manufacturing Tech nology, including Enterprise Systems, Internet/Web Technologies, eCommerce/New B usiness Technologies, Systems Integration, Computing Technologies, and Business Services. * Recipient of Global Sourcing Award for negotiation of contract for Integrated Manufacturing/Advanced Process Control equipment and software, resulting in $6. 9 million in savings for company. * Led team that received Ambition Achievement Award for negotiation of contract s delivering $3 million in savings under plan, as well as meeting process improv ement and cash management objectives. Director of Technology Procurement April 1997-February 2001 First Data Corporation Englewood, Colorado Leading credit card issuer and payment processing group of companies, including First Data Merchant Services, Western Union, and TeleCheck * Planned, organized, negotiated, and managed the procurement of technology ite ms enterprise wide. * Procured items included pc/server/midrange hardware, point-of-sale equipment, software licenses, software development, consulting services, and web-based agr eements. * Negotiated design, development & manufacturing agreements for point-of-sale d evices & accessories. * Received Super Service Award and commendation from company President for conv erting suppliers to Just-in-Time/Consignment Inventory, resulting in 50% reducti on of planned expenditures. Corporate Attorney August 1990-March 1997 Motorola Inc. Scottsdale, Arizona Fortune 50 electronics, communications, and semiconductor products company * Drafted, negotiated, and managed complex satellite procurement, launch servic es, payload processing, software development contracts, and other professional s ervices agreements and licenses under highly aggressive deployment schedule invo lving multiple billion dollars for the Satellite Communications Group. Key devel opment projects included $3.4-billion global satellite telephone/messaging/data communications system and software agreements consisting of more than 800 millio n lines of code. * Supported license applications and business interests of company before feder al government regulatory agencies, investors, lenders, underwriters, brokers, cu stomers, and partners. * Drafted and negotiated contracts for real property leases and leasehold impro vements, as well as design and construction contracts for gateway and satellite telemetry, tracking, processing, and control facilities. * Recipient of Certificate of Achievement for successful negotiation of satelli te launch services agreement that secured future satellite launches and kept the
satellite maintenance program on schedule. * Drafted and negotiated multi-million-dollar domestic and international purcha se and sales contracts for the direct sale or distribution of the Government Ele ctronics Group's defense-related communications products, radar, and other compl ex goods (hardware and software), documentation, and services. * Contracts included cooperative research and joint development agreements (CRA DAs), and teaming agreements under federal government prime contracts. * Customers included private entities as well as domestic and international gov ernments. Working knowledge of FAR/DFAR, subcontract flowdown provisions. Worked with Government auditors and handled defective pricing cases and associated per sonnel investigations. * Recommended strategies and prepared successful claims and bid protests agains t the federal government and participated in resulting litigation. Settled major claim against the Air Force favorable to company. * Held exclusive responsibility for bankruptcy issues. * Advised clients on various personnel issues, including employee benefits, imm igration and export control matters. Successfully defended company in court in n egligence litigation brought by employee family member. Contract Administrator & Contract Price/Cost Analyst June 1985 - August 1987 U.S. Department of Defense Defense Logistics Agency St. Louis, MO * Administered a group of fixed-price government contracts with a variety of sp ecial provisions. * Reviewed contractor proposals and inspected pricing data provided by contract ors during plant visits. * Developed the government's negotiating position and conducted price negotiati ons. * Performed all actions necessary to effect complete administration on assigned contracts, including new agreements, change requests, progress payments, and di spute resolution.
Owens Corning World Headquarters Toledo, Ohio Leading manufacturer of pink insulation and home building products * Developed contract templates for a staff of sourcing professionals focused on the procurement of hundreds of millions of dollars worth of products and servic es. * Provided strategic and ongoing support in analysis, planning, organization, n egotiation, and management of all contracting activities related to Information Technology, Inbound/Outbound Transportation, Warehousing, and Manufacturing Tech nology, including Enterprise Systems, Internet/Web Technologies, eCommerce/New B usiness Technologies, Systems Integration, Computing Technologies, and Business Services. * Recipient of Global Sourcing Award for negotiation of contract for Integrated Manufacturing/Advanced Process Control equipment and software, resulting in $6. 9 million in savings for company. * Led team that received Ambition Achievement Award for negotiation of contract s delivering $3 million in savings under plan, as well as meeting process improv ement and cash management objectives. Director of Technology Procurement April 1997-February 2001 First Data Corporation Englewood, Colorado Leading credit card issuer and payment processing group of companies, including First Data Merchant Services, Western Union, and TeleCheck * Planned, organized, negotiated, and managed the procurement of technology ite ms enterprise wide. * Procured items included pc/server/midrange hardware, point-of-sale equipment, software licenses, software development, consulting services, and web-based agr eements. * Negotiated design, development & manufacturing agreements for point-of-sale d evices & accessories. * Received Super Service Award and commendation from company President for conv erting suppliers to Just-in-Time/Consignment Inventory, resulting in 50% reducti on of planned expenditures. Corporate Attorney August 1990-March 1997 Motorola Inc. Scottsdale, Arizona Fortune 50 electronics, communications, and semiconductor products company * Drafted, negotiated, and managed complex satellite procurement, launch servic es, payload processing, software development contracts, and other professional s ervices agreements and licenses under highly aggressive deployment schedule invo lving multiple billion dollars for the Satellite Communications Group. Key devel opment projects included $3.4-billion global satellite telephone/messaging/data communications system and software agreements consisting of more than 800 millio n lines of code. * Supported license applications and business interests of company before feder al government regulatory agencies, investors, lenders, underwriters, brokers, cu stomers, and partners. * Drafted and negotiated contracts for real property leases and leasehold impro vements, as well as design and construction contracts for gateway and satellite telemetry, tracking, processing, and control facilities. * Recipient of Certificate of Achievement for successful negotiation of satelli te launch services agreement that secured future satellite launches and kept the
satellite maintenance program on schedule. * Drafted and negotiated multi-million-dollar domestic and international purcha se and sales contracts for the direct sale or distribution of the Government Ele ctronics Group's defense-related communications products, radar, and other compl ex goods (hardware and software), documentation, and services. * Contracts included cooperative research and joint development agreements (CRA DAs), and teaming agreements under federal government prime contracts. * Customers included private entities as well as domestic and international gov ernments. Working knowledge of FAR/DFAR, subcontract flowdown provisions. Worked with Government auditors and handled defective pricing cases and associated per sonnel investigations. * Recommended strategies and prepared successful claims and bid protests agains t the federal government and participated in resulting litigation. Settled major claim against the Air Force favorable to company. * Held exclusive responsibility for bankruptcy issues. * Advised clients on various personnel issues, including employee benefits, imm igration and export control matters. Successfully defended company in court in n egligence litigation brought by employee family member. Contract Administrator & Contract Price/Cost Analyst June 1985 - August 1987 U.S. Department of Defense Defense Logistics Agency St. Louis, MO * Administered a group of fixed-price government contracts with a variety of sp ecial provisions. * Reviewed contractor proposals and inspected pricing data provided by contract ors during plant visits. * Developed the government's negotiating position and conducted price negotiati ons. * Performed all actions necessary to effect complete administration on assigned contracts, including new agreements, change requests, progress payments, and di spute resolution.
