DAVID A.

GIZA
811 Sandstone Drive * Libertyville, IL 60048 847-212-9797 * dg8c7d66@westpost.n
et

PROFILE:
Multifaceted, pragmatic senior attorney with diverse global business, legal and
management experience. Persuasive, people-oriented leader who thrives within a
complex, changing business environment. Significant experience building a value
s-based organizational culture of ethics and compliance. Highly skilled at prov
iding legal advice on general corporate matters, securities, complex commercial
agreements, M&A transactions and US Government contracts. Team player who adds
business value and gets results through proactive, leading-edge customer-focused
solutions. Demonstrated ability to resolve conflicts, drive revenue growth, im
prove morale and consistently exceed goals. Areas of expertise include:
Risk Management Corporate Governance Online Compliance Training
Regulatory Compliance Ethics & Compliance Programs Contract Negotiati
ons
Global Litigation Management Customer & Supplier Relations Budget & Management
Responsibility
HIGHLIGHTS:
* Created highly effective ethics and compliance programs to promote the use of
Codes of Conduct, compliance hotlines, heighten awareness of applicable laws and
regulations, and explain new and existing compliance issues and related policie
s, processes and internal controls.
* Implemented, managed and reported on the success of telephone and web-based co
mpliance hotlines and automated on-line legal, ethics and compliance training pr
ograms, training approximately 25,000 employees.
* Negotiated, drafted, implemented and monitored over 250 complex, multimillion-
dollar commercial, financial, industrial, M&A, IP and US Government contracts.
* Negotiated, documented and closed 15 acquisitions of specialty distribution bu
sinesses with a combined net worth over $2.5 billion and 3 divestitures with tot
al annual sales in excess of $500 million.
* Led consolidation of domestic and international outside law firms, lowering th
e total number by 50% and implementing a partnering approach to reduce costs by
$525,000 on a base of $1.2 million.
CAREER TRACK:
INTERNET CORPORATION FOR ASSIGNED NAMES AND NUMBERS (ICANN)
LOS ANGELES, CA
Senior Director, Global Compliance .............................................
................................................2008 to Present
Provide strategic leadership and direction for the continuing development of the
global internet and ICANNs business, ethics and contract compliance programs.
Perform risk and legal compliance assessments. Build and deploy data-mining com
pliance strategies. Plan and deploy legal compliance audits. Enforce Ethics Po
licy, Compliance Program and contract obligations with gTLD Registries and Regis
trars. Manage investigations of alleged misconduct and violations of laws, regu
lations and contractual agreements. Build and deploy global compliance communic
ation plan, new compliance policies and processes and online compliance training
program. Monitor legal compliance, resolve issues, prepare reports and present
findings to Senior Management, Board and ICANN constituencies. Significant int
ernational travel.
HEWLETT-PACKARD COMPANY PALO ALTO, CA
Director, Global Compliance 2006 to 2008
Managed HPs global compliance structure. Responsible for HPs adherence to appli
cable laws, regulations, and company policies. Designed, implemented and reporte
d on the operational efficiency of world-wide compliance program. Led geographi
cally dispersed compliance teams in Americas, EMEA, and APJ. Performed risk and
legal compliance assessments, including privacy, environmental, public sector b
usiness, employment, global trade and Foreign Corrupt Practices Act. Developed
and implemented communication plan to support compliance actions in global busin
ess units and functions. Assisted with investigations of alleged misconduct and
violations of HP policies, applicable laws and regulations. Monitored complian
ce, prepared reports and presented findings. Provided legal guidance to HP Comp
liance Council, led and managed the Compliance Resource Board, and served as a m
ember of the Regulatory Compliance Review Board and Data Privacy and Protection
Boardall while monitoring their effectiveness and reporting results. Significan
t international travel.
DAVID A. GIZA
847-212-9797 Page Two dg8c7d66@westpost.net
SNAP-ON INCORPORATED KENOSHA, WI
Senior Corporate Attorney 2003 to 2006
Handled all ethics, compliance and legal matters for the Commercial and Industri
al Group, a $1.5 billion global business unit. Provided strategic business and
legal counsel to international manufacturing operations, sales and marketing, an
d supply-chain. Negotiated and implemented Contract Settlement Agreement with D
OJ/US Government. Constructed and deployed new global Ethics and Compliance and
Federal Government Contract Compliance Programs. Updated antitrust, insider tr
ading, gifts and gratuities, record retention, privacy, IP, governance and SOX p
olicies, processes and internal controls.
LAW OFFICE OF DAVID ALAN GIZA
LIBERTYVIL
LE, IL
Business Development Director/Attorney 2002 to 2003
Consulted with management of mid-size companies to develop and implement ethics
and compliance programs. Performed reviews of SEC rules, SOX, antitrust, Governm
ent contracts and privacy. Conducted investigations. Performed risk and internal
controls assessments. Prepared corrective compliance action plans and reports.
Resolved audit issues. Oversaw implementation of compliance policies and process
es.
W.W. GRAINGER INCORPORATED LAKE FOREST, IL
Assistant General Counsel 1998 to 2002
Handled legal matters for Grainger Industrial Supply (GIS), a $4 billion divisio
n. Counseled senior executives, line managers and employees on diverse business
and legal issues in B2B distribution of MRO products and services. Performed M
&A due diligence review of targets. Negotiated and implemented NDA, LOI, Term S
heets and Definitive Acquisition Agreements. Led business development team for
product/service value-added reseller networks. Managed product liability, credi
t and reseller terminations. Counseled E-commerce websites (FindMRO.com & MROve
rstocks.com).
Senior Attorney 1996 to 1998
Provided legal services to Grainger Custom Solutions, $800 million MRO products
and services division and Grainger Integrated Supply, $300 million fee-based, on
-site materials management outsourcing division.
Division Attorney 1992 to 1996
Provided legal services to Graingers branch-based distribution businesses, inclu
ding MRO replacement parts business, and www.grainger.com, an e-store. Assisted
 in the formation of first MRO website, www.grainger.com. Negotiated and drafte
d complex software development and maintenance agreements, site licenses and sou
rce-code escrow agreements.
Attorney 1987 to 1992
Prepared SEC filings, 10K, 10Q, proxy statements and annual reports. Performed i
ntellectual property assignments, including software licensing, trademark cleara
nce, registration and enforcement. Managed commercial real estate transactions,
involving leases, purchases, sales, financing and construction.
KOVITZ, SHIFRIN & NESBIT CHICAG
O, IL
Commercial Litigation Attorney 1986 to 1987
KARCHMAR & STONE CHICAGO, IL
Litigation Attorney 1985 to 1986
EDUCATION:
The John Marshall Law School: Juris Doctor, Law
DePaul University: Bachelor of Science in Commerce, Management/Marketing
Harvard Law School: Executive Program of Instruction for Lawyers
Northwestern University Corporate Counsel Institute: Instructor and Participant
ADMISSIONS/MEMBERSHIPS/ACTIVITIES:
US Supreme Court. US District Court, Northern District of Illinois. State of Ill
inois. State of Wisconsin. Ethics and Compliance Officer Association (ECOA), Ma
nufacturers Alliance/MAPI, Corporate Executive Board, Association of Corporate C
ounsel (ACC), American, Illinois, and Wisconsin Bar Associations and American Ma
nagement Association. Elected Village Trustee, Village of Libertyville, IL. Dir
ector, Central Lake County YMCA. Director, Wisconsin Association of Lakes. Adj
unct Professor, School of Business, College of Lake County, IL.