MICHELLE M.

NAKFOOR
312.342.6900
mn111d25e@westpost.net

SELECTED ACCOMPLISHMENTS
* Responsible for advising senior management and resolving a variety of legal ma
tters, including bond and finance transactions, leasing arrangements, corporate
compliance matters, commercial litigation including; trademark, copyright, empl
oyment issues, procurement matters, state licensing and internet sales, technolo
gy service agreement and software licensing and outsourcing matters
* Skilled contract negotiator with ability to draft and negotiate many types of
contracts
* Ability to manage multiple responsibilities. Served as sales team leader and p
erformed General Counsel duties simultaneously
* Created standard contracting process for sub-brokerage service sales with over
3000 outstanding agreements
* Experienced project manager
* Knowledgeable in government transactions, processes and compliance

PROFESSIONAL EXPERIENCE

Chicago Transit Authority (CTA) 2005 to 2010

Chief Attorney - Corporate Law and Litigation
Responsible for a number of corporate and policy matters including:
* Prepared and negotiated a variety of contracts including but not limited to ro
lling stock, software, technology, consulting agreements, health care agreements
including medical and pharmacy programs, subway cellular service, third party
administration of benefits, short term disability and Family Medical Leave
* Handled multiple municipal financing transactions as primary inside counsel, i
ncluding: $1.9 billion of Pension and Health care; 5309 Capital Grant Receipts R
evenue Bonds and refunding series; 5307 Fixed Guideway Modernization Formula Fu
nds and Urbanized Area Formula Funds; and $550 million Sales Tax Receipt Bonds f
or the purchase of rail cars including a portion of the bond issuance as Build A
merica Bonds
* Provided advice and counsel on state and federal procurement regulations, incl
uding FTA compliance
* Reviewed state grant agreements and analysis of state funding to the CTA
* Provided advice and counsel in connection with outsourcing projects for bus p
arts and open fare media
* Advised and assisted in the drafting of invitation for bids, request for prop
osals and statements of work
* Prepared and negotiated Intergovernmental Agreements
* Reviewed CTA contracts for form and legality
* Managed outside counsel
Lord, Bissell & Brook, Chicago, IL 2004 to 2005
Attorney
International insurance and reinsurance contract practice including review of re
insurance contract and contract interpretation. Practice also included negotiat
ion of settlements and payments under disputed contracts.
Michelle M. Nakfoor, Esq., Chicago IL 2002 - 2004
Solo and Contract work:
Engaged as In-House Legal Consultant and Project Manager on various projects. Ex
ample:
* Bank One, Chicago Illinois
Large scale project regarding the sale of its global corporate trust business to
J.P. Morgan Chase including: review and transferability analysis of corporate t
rust indentures, structured finance agreements, escrow agreements, pooling and s
ervices agreements, commercial mortgages, letters of credit and paying agencies.
Drafted addendums and transfer agreements for trust indentures and letters of
credit.

InsuranceNoodle Inc., a Willis company, Chicago, Illinois 2000 -

2002
InsuranceNoodle started out as an insurance technology company and a national sm
all business insurance agency. It developed and patented technology to sell and
distribute small business property and casualty insurance from multiple national
insurers through a single web based application. InsuranceNoodle contracted wi
th national insurance companies and wholesalers to provide insurance products to
customers through sub-brokerage (NoodleNetwork), licensing, private label or ou
tsourcing agreements. In 2007 Willis purchased InsuranceNoodle and continues to
sell insurance as a wholesaler through its NoodleNetwork to over 11,000 agents.
General Counsel and Vice President of Financial Institution Sales:
Member of executive management team responsible for all legal and sales to finan
cial institutions:
* Performed General Counsel duties and simultaneously led sales team for financi
al institution sales
* Managed and directed the company's outside counsel including research, litigat
ion, patent process
* Educated staff and sales team on legal requirements, company policies and proc
edures for sales
* Responsible for all aspects and types of contracting; i.e. drafting, reviewing
and negotiating various legal documents including: IT service agreements; agenc
y agreements, technology licensing and software licensing agreements; marketing/
promotional agreements; staffing and consulting contracts; sub-brokerage agreeme
nts; and vendor agreements
* Set and developed contracting processes and procedures e.g. Created standard c
ontracting process for sub-brokerage sales with over 3000 outstanding agreements
* Responsible for patent on insurance purchasing process and corresponding techn
ology, trademark and copyright of relevant materials
* In charge of ensuring compliance on both state and federal level for insurance
sales regulations in 49 states including communication to management and staff
on legal requirements and procedures. Examples include: sales, claims, licensing
, copyright, trademark, privacy issues, and internet sales.
* Managed sales to financial institutions including coordinating the company's e
fforts to generate revenue growth of new business from financial institutions
* Developed business and sales plans
Michelle M. Nakfoor, Esq.
1999 - 2000
Solo and Consultant work
Engaged as In-House Legal Consultant and Project Manager on various projects. Ex
amples include:
* InsuranceNoodle, Inc. , Chicago, Illinois
Served as counsel to this start-up business:
* Business and legal consulting on internet insurance sales compliance
* Negotiated, reviewed and drafted sales, software, licensing and supplier contr
acts
* American Horizon, Lincolnshire, Illinois
A high-risk auto insurance company - engagement included consulting on:
* Project management and IT strategy for organizational structure and contractin
g including call centers
* Evaluation of online auto insurance contract submissions
* Financial Research Advisory Committee
Consultant and Project Manager on strategic consulting engagements for the Mayor
's Office, City of Chicago. Responsible for:
* Assessment of City of Chicago Procurement Organization including practices, co
ntracting and compliance: investigated and identified non-compliance and provide
d root cause analysis. Recommended action plan to address procurement issues.
(Michelle M. Nakfoor, Esq. Continued)
* Assessment of the City of Chicago Enterprise Resource Planning (ERP) Implement
ation and Purchasing System
* Assessment of Minority Certification and Compliance -investigate and identify
non-compliance and root cause analysis. Recommended action plan to address issue
s.

CNA Financial Corporation, Chicago, Illinois

1995 - 1999
CNA Consulting Group - Director
Project management for CNA strategic business units. Projects included:
* Environmental & Mass Tort Claims Dept. Redesign and Change Management
* Staff Counsel Redesign
* Retirement Processing Compliance
* Human Resource Practices in Human Capital Development - A Performance Manageme
nt Model
Ceded Reinsurance - Attorney Account Executive
Provided legal analysis and worked with reinsurers to secure collection of envir
onmental claims. Created consistent process for identifying claims and billing,
resulting in collections of over $6 million annually
Bryne Nadborne & Hicks, Chicago, Illinois
1994 - 1995
Attorney
General Practice - focused on commodities law, creditors' rights, family law and
employment law
O'Rourke & Griffin, Chicago, Illinois
1994
Attorney
Commercial Litigation - involved in breach of contract, breach of fiduciary duty
and bank fraud actions. Prepared and argued dispositive motions and negotiated
settlements.
Tressler Soderstrom Maloney and Priess, Chicago, Illinois
1990 - 1994
Attorney
Underlying environmental/toxic tort litigation and Complex environmental coverag
e litigation and Declaratory Judgment Actions - responsible for own case load in
cluding answering complaints development of policy defenses, organizing and part
icipating in defense groups, coordinating and preparing large discovery complian
ce, attending and taking depositions, writing and arguing dispositive motions, p
reparing and negotiating settlement agreements and directing paralegal activity.
EDUCATION
University of Notre Dame Law School & M.B.A. Program, Notre Dame, Indiana
May 1990
Juris Doctor Degree & Masters in Business Administration
* University of San Diego Law School Summer Russia-Poland Program,
Summer 1988
Moscow and Leningrad, USSR, Warsaw, Poland

Studies included East-West trade law and European legal systems and philosop
hies
* University of Notre Dame Law School Summer London Program
Summer 1988
London, England
Studies included European Community law
University of Notre Dame, Notre Dame, Indiana
May 1986
Bachelor of Arts in Government and Arts and Letters Program of Administration

COMPUTER EXPERIENCE
Proficient in Microsoft Word, PowerPoint, Excel, Outlook and MS Project. Experie
nce and training in Internet research, Lexis/Nexis and Westlaw research.

ADMITTED TO ILLINOIS BAR, NOVEMBER 1990