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Real Estate Management

6614, United States
May 23, 2010

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Phone: (203) ***-**** ROXANNE KHAZARIAN

Cell: (203) ***-****

Fax: (203) ***-**** 585 Cutspring Road Email:

Stratford, CT 06614


- Strategic business partner & creative problem solver who delivers bottom-

line results

- Proven in-house generalist experienced in a diverse mix of domestic &

international industries & operational environments including;

o Digital media & technology, home furnishings, apparel and footwear,

video game, consumer electronics, tv, restaurant & theme park

development programs

o Trademark / Intellectual Property licensing, development & management,

entertainment, artist & product placement / sponsorship transactions

o Finance, commodities, M&A, international, business & product

development transactions

o Corporate governance, stock option plans, SEC, NYSE & regulatory


o Worldwide distribution, franchise, corporate structure & employee

relations counseling

o Ecommerce, wholesale, retail, real estate & international operations

o Advertising review & compliance, marketing, contracts

o Litigation & claims prevention, management & resolution

- Strong leader with excellent staff, team, project & budget management



General Counsel

January 2008 - Present

Gerald Metals LLC -Stamford, CT ($12 Billion private commodity trading &

finance company)

- Manage worldwide legal activities for principal operating unit of an

international metals and oil products trader & related finance/banking

activities, including counterparty trading, pre-export finance, offtake

and delivery and broker agreements, trade insurance, as well as

international trade, joint venture, credit facility, note discount,

structured finance, and investment projects

- Identify and develop risk, structural, cost and trade contract management


- Handle corporate entity creation, intercompany equity ownership transfers

and agreements and group company reorganization activity

- Provide counseling on general projects, such as employment, disclosure,

litigation, intercompany relationships and agreements

- Negotiated long term commercial office lease for headquarters office

Senior Vice-President, General Counsel & Secretary July

2005 - December 2007

Gibson Guitar Corp. - Nashville, TN / NY, NY ($350 Million private

music, entertainment & instrument company)

- Handled all legal activities, staff, acquisitions & Corporate Secretarial

functions across diverse legacy & start-up business units

- Developed structure for & negotiated digital media & technology

development project agreements

- Successfully resolved diverse set of legacy litigation & claims with

multi-million dollar reductions in liability exposure or by taking over

new business units

- Established brand & licensing royalty standards that resulted in millions

in licensing revenue

- Provided legal support & established transaction guidelines for

entertainment relations / event sponsorship / real estate & construction

/ web marketing projects

- Developed best practices & internal controls for corporate governance

activities, contract approvals, legal project & billing management

- Negotiated entertainment, artist, reality show, event sponsorship,

product placement, online record label & consumer download music license

agreements, video game, toy, theme park & tv show development projects

- Member of Product Branding / Development / Licensing Team established to

develop Apparel Division & retail & restaurant distribution & development

- Managed aggressive anti- counterfeiting & trademark infringement program


Consulting Attorney

March 2005 - June 2005 General Electric, Inc. -

Fairfield, CT (Multi-Billion public


- Handled broad range of corporate, transactional & process improvement

projects for Headquarters Corporate & Securities Legal Group for attorney

on maternity leave

- Managed cross-departmental corporate officer & director indemnity project

- Developed compliance guidelines to meet updated listing requirements -

London & Paris exchanges

Vice-President, General Counsel,

February 2003 - January 2004

Kaplan Inc. - NY, NY ($800 Million education services subsidiary of

The Washington Post)

Managed legal function & staff across multiple business units of a

training & test prep leader through brick & mortar & Internet based

delivery systems while restructuring the department

Successfully resolved multi-million state dollar wage & hour litigation

Developed staffing for, & implemented, restructuring to decentralize the

delivery of legal services to individual business units

Developed & managed cross-functional acquisition team

Developed system to standardize & cut cycle time for Internet marketing

agreements & vendor qualification & to improve corporate entity


Participated in corporate & employment policy development teams

Developed internal legal support for corporate systems & technology


Consulting Attorney

October 2002 - February 2003 Jones Apparel Group, Inc. - White

Plains, NY ($4.5 Billion public wholesale & retail apparel,

footwear & accessories company)

- Handled all functions for VP, Deputy General Counsel on maternity

leave, including corporate, SEC, NYSE & compliance projects & staff


- Refined & implemented year-end corporate restructuring project

completely in-house

- Managed real estate, contract, retail, purchase, litigation &

marketing projects

Vice-President, General Counsel & Secretary

April 1994 - June 2002

Ethan Allen Inc. - Danbury, CT ($ 980 Million NYSE

international home furnishings manufacturer, wholesaler & retailer)

- Managed legal, compliance, Corporate Secretary & Board of Directors


- Developed legal strategy for integrating Ecommerce with existing

retail network

- Developed worldwide IP management, & advertising compliance, standards

- Managed complex corporate restructuring to more closely align

operations with expanding retail business model & help reduce the

effective tax rate

- Refined dealer retail acquisition model & negotiated retail store


- Developed NYSE, annual meeting, insider trading & proxy compliance

standards & co-managed stock option plan administration

- Developed counsel retention guidelines & reduced legal fees by more

than $ 1 million

- Handled Senior Note Consent & Shareholders' Rights Plan implementation

- Streamlined & standardized international & domestic contracts &

performance monitoring & developed real estate leasing guidelines to

cut cycle time

- Negotiated international manufacturing & retail joint venture


- Advised on full spectrum of employee relations issues, claims &


- Managed litigation & claim portfolio & identified cost recovery


- Negotiated bank credit agreements & private label retail consumer

credit card (GECC) & non-recourse retail consumer loan

(MBNA) agreements

Senior Counsel, International & Commercial

October 1988 - April 1994

Textron Lycoming - Stratford, CT

($ 600 - $900 Million gas turbine engine manufacturer subsidiary of public

conglomerate Textron Inc.)

- Supported legal needs for international & commercial operations

- Negotiated domestic & international joint venture, supply, product

support, distribution, licensing & product development agreements

- Established revised consumer warranty standards to minimize future


- Advised on all non-union employee relations matters & policies

- Managed division litigation, including successful defense of a $

5,000,000 international arbitration award & class action benefits


- Streamlined defense model & costs for product liability claims &

developed lower cost settlement options through the use of in-kind

products & services

Division Counsel / Attorney

May 1985 - August 1988

Cadbury Schweppes Inc. - Stamford, CT ($ 600

Million subsidiary of Cadbury Schweppes plc - a global public food &

beverage company based in the U.K.)

- Counseled on domestic & international legal matters for franchised

beverage & distributor food businesses (FDA compliance,

marketing, advertising, IP management & licensing, distribution,

advertising, promotion & equipment contracts)

- Developed standards for product claim handling & model for domestic &

international contract manufacturing to minimize transaction costs

- Served as member of acquisition team & managed due diligence


- Handled litigation, insurance & employee relations matters for all

U.S. operations


October 1980 - April 1985

Cummings & Lockwood - Stamford, CT

- Supported litigation & employment matters


J.D. 1980 University of Pennsylvania Law School

B.A. 1977 Yale University (Summa Cum Laude, Phi Beta Kappa,

Honors in History)


- Admitted to practice- state & federal courts of Connecticut

- Featured in Corporate Counsel Magazine - August 2006

- Member of Gerson Lehrman Council of Advisors

- Member - Association of Corporate Counsel

- Successful defense of international arbitration award reported in

11/30/92 WSJ

- Working knowledge of written & spoken French/Fluent in spoken Armenian

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