Thank you for sharing!

Your article was successfully shared with the contacts you provided.
NAME AND TITLE:David M. Perla, vice president for legal and business affairs. AGE:32 THE BUSINESS:Monster operates www.monster.com, the Internet’s top help-wanted and recruitment Web site. According to Jupiter Media Metrix, more than 15 million people visited Monster’s site in the first quarter of 2002 and, in April, the site averaged 16,284 visits per day, making it the 21st most visited site in the country. Maynard, Mass.-based Monster employs more than 1,700 people in the United States, Europe, Australia and Asia and reported gross revenue in 2001 of $535.8 million. Since 1999, Monster and its corporate parent, TMP Worldwide Inc., a publicly traded billion-dollar advertising company, have acquired four of its top competitors. However, last year, a plan to acquire HotJobs, the Internet’s second most successful job site, was first hobbled by an antitrust inquiry launched by the Federal Trade Commission (FTC) and then ended by Yahoo Inc., which paid $436 million in cash and stock for the site. SEMI-AUTONOMOUS COUNSEL:After briefly serving as an associate general counsel at TMP in New York, David M. Perla joined Monster as its first full-time general counsel in the spring of 2000. The head of a three-person in-house team, Perla says he works on a consultative basis with other Monster executives and also participates both behind the scenes and at the negotiating table when deals are assembled. But given that Monster acquisitions are sometimes dependent on TMP largesse, Perla is only semi-autonomous. He explains that before starting negotiations, he will work closely with TMP President James Treacy and its general counsel, Myron Olesnykyj, to identify the parameters under which he can proceed. Within those parameters — which may include such things as the term of an agreement, the amount of money to be paid and the frequency of those payments — Perla says he has autonomy. But, if the deal cannot be done within those guidelines, he will return to the huddle for further instructions. He cites, as one example, a partnership agreement that he negotiated for the company with AOL Europe that cemented the parties’ exclusive European recruitment relationship. In what he describes as 48 hours of around-the-clock discussions in London during the fall of 2001, Perla first met with then-TMP Chief Financial Officer Bart Catalane to set strategic goals, then flew to England to structure the parties’ revenue and performance obligations and to negotiate Monster’s rights and remedies in the event of a breach or default. Similarly, that same autumn, Monster President Steve Pogorzelski tapped Perla to help assemble a jobs-listing agreement with Microsoft’s online alter-ego, MSN. Perla says his task was to review the parties’ proposed rights and remedies and to review the economic and valuation aspects, answering the rhetorical question, “Are we looking at all of the elements and are they valued correctly?” A MISFIRE:In March, TMP and Monster sued Indianapolis businessman and former Monster President William Warren when he launched his own online jobs Web site, www.wowemployers.com. According to court records, TMP and Monster accused Warren of tortious interference with a business relationship, misappropriation of trade secrets and civil conspiracy. Two months after the suit was filed, Monster voluntarily dismissed the case, releasing a joint statement with WOWemployers that read, in part, “the plaintiffs have not found evidence that either WOWemployers, Inc., William Warren or any other WOWemployers’ employees misappropriated any software or trade secrets of Monster.com.” According to published reports, TMP paid Warren and the other named defendants $71,000 in legal fees. While TMP engaged the Indianapolis firm of Locke Reynolds to prosecute the suit, Perla says that he was in daily contact with the firm to discuss strategy, tactics and the status of the case, but that an agreement with the defendants, as well as company policy, prevent him from discussing the specifics of the suit. PRIVACY ISSUES:Perhaps the most significant crisis of Perla’s tenure, he says, came not from a courthouse, but from an 18-page report issued by the Privacy Foundation, a Denver watchdog group that seeks to educate the public about “communications technologies and services that may pose a threat to personal privacy.” Reportedly in possession of more than 17.5 million resumes, Monster is the keeper of vast amounts of personal data. While the foundation alleged no illegalities, it asserted that Monster’s posted privacy policy did not fully describe what could happen to a job seeker’s resume after it is posted on Monster’s site. According to the foundation, because of Monster’s partnership with AOL, a job seeker using Monster may unwittingly post his or her resume on AOL’s site and vice versa. The foundation also charged that undisclosed “private label” agreements with other employers could result in a job seeker submitting a resume to a business and finding that it has also been posted on Monster’s site because Monster operates the business’s site too. Perla says that when the foundation submitted the report to Monster for comment before its release, his job was not only to review the report for inaccuracies, but also to review his own company’s posted privacy policy and compare that to what the company’s actual policies were. Perla dismisses the foundation’s report as “an attempt to portray our practices in a negative light,” and maintains that those practices are “clearly in line with what we’re telling the public.” However, he also says that the company did change its relationship with its private-label users by requiring them to disclose the fact that resumes submitted to their sites will also be available on www.monster.com. OUTSIDE COUNSEL:Monster’s selection of outside counsel closely mirrors those firms used by TMP. For day-to-day corporate issues, Perla relies heavily on Houston’s Fulbright & Jaworski. For employment matters, Nixon Peabody; nontrademark advertising issues, New York’s Hall Dickler Kent Goldstein & Wood; and for intellectual property and trademark work, New York-based Darby & Darby. When the FTC announced it was going to review Monster’s planned acquisition of HotJobs for potential antitrust violations, Perla coordinated Monster’s reply to FTC’s demands for information. For this project, he sought outside help from New York regulatory attorney Stephen Axinn of Axinn Veltrop & Harkrider. Perla’s department itself functions as a kind of outside counsel to its corporate parent, TMP. All of TMP’s trademark and intellectual property work flows through Perla’s office even if it has nothing to do with Monster. Rounding out Perla’s in-house legal team are Donna Guilmette, director of legal affairs, and contracts manager John Donnelly, who is not an attorney. The group oversees all aspects of Monster’s legal affairs in the United States and Canada and is of counsel to the 21 sites the company maintains in Europe and Asia. ON THE WAY UP:Perla, from Searingtown, N.Y., attended the University of Pennsylvania and earned a bachelor’s degree in English in 1991 and a law degree in 1994. He worked for New York’s Rosenman & Colin (now KMZ Rosenman) for five years, focusing on mergers and acquisitions. In the winter of 1999, he joined TMP as an assistant general counsel. A year later, he was named counsel to Monster and soon after, moved from New York to Maynard to create a full-time legal department for the company. LAST BOOK READ:“The Last Full Measure,” by Jeff Shaara.

Want to continue reading?
Become a Free ALM Digital Reader.

Benefits of a Digital Membership:

  • Free access to 1 article* every 30 days
  • Access to the entire ALM network of websites
  • Unlimited access to the ALM suite of newsletters
  • Build custom alerts on any search topic of your choosing
  • Search by a wide range of topics

*May exclude premium content
Already have an account?

Reprints & Licensing
Mentioned in a Law.com story?

License our industry-leading legal content to extend your thought leadership and build your brand.


ALM Legal Publication Newsletters

Sign Up Today and Never Miss Another Story.

As part of your digital membership, you can sign up for an unlimited number of a wide range of complimentary newsletters. Visit your My Account page to make your selections. Get the timely legal news and critical analysis you cannot afford to miss. Tailored just for you. In your inbox. Every day.

Copyright © 2021 ALM Media Properties, LLC. All Rights Reserved.