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Marshall R. Fisco, Jr.

Attorney at Law Dallas, Texas EMPLOYMENT BACKGROUND Crumb Corps, LLC December 8, 2007 Plano, Texas Owner, Executive General Counsel, (dba Cookies by Design) - January 28, 2011 Vice President, and Corporate Secretary

Corporate practice. Executive Vice President: Develop a strategic plan to adva nce the company's mission and objectives, including the promotion of revenue, pr ofitability, and growth (increasing revenues from $3,600,000 to $6,200,000). Ov ersee operations to insure production efficiency, quality, service, and cost-eff ective management of resources. Plan, develop, and implement strategies for gen erating resources and/or revenues for the company. Approve company operational procedures, policies, and standards. Review activity reports and financial stat ements to determine progress and status in attaining objectives and revise objec tives and plans in accordance with current conditions. General legal representa tion of the company. Corporate: Negotiation of agreements related to financing , business acquisitions (exceeding $4,000,000), operations and licensing of inte llectual property, maintenance of corporate records, established non-profit comp any for franchise association, revised employment manuals, organization of holdi ng company, and reorganization of corporate entities. Oversaw the planning and subsequent operation of a new national production facility providing over $4,000 ,000 per year in revenue. Franchise: Preparing and filing FDD/UFOC, drafting an d negotiating Development and Franchise Agreements with existing and new franchi sees within United States. Human Resources: Established Human Resources departm ent within the company, negotiated new agreements for time clock system, PEO pro gram, 401(k) Plan, General Liability and D&O coverage (saving approx. $188,000 p er year). Legal: Managing lawsuits and claims, implemented programs including B udgeting, Litigation Management, and Record Retention, Intellectual Property Man agement (including watch programs and litigation management). Marketing: Maint ained intellectual property filings, managed infringement actions, negotiation o f agreements relating to performance, production, advertising, licensing, and pr omotion. Real Estate: Negotiation of Leases, SNDAs, and Estoppel Certificates. CEC Entertainment, Inc. (dba Chuck E. Cheese's) August 22, 1994 - July 27, 2007 Irving, Texas Vice President, Senior Counsel, and Corporate Secretary Corporate practice. General legal representation of this publicly held restaura nt chain. Corporate: Negotiation of agreements related to financing (ranging f rom $30,000,000 to $635,000,000), business acquisitions (ranging from $2,000,000 to $19,000,000), operations and licensing of intellectual property, SEC filings , NYSE and NASDAQ filings, secondary public offering, investor relations, mainte nance of corporate records, established limited liability company for production of films, developed alcohol training program, revised employment manuals, lobby ing and authoring legislation and regulations in twelve states (including legisl ation in California achieving savings of $8,210,000 for operations), assisted in defense against attempted takeover, organization of intellectual property holdi ng company, and reorganization of corporate entities. Franchise: Preparing and filing the FDD/UFOC, drafting and negotiating Development and Franchise Agreemen ts with existing and new franchisees within and outside of the United States. L

egal: Managing lawsuits (savings of over $21,000,000), developed and implemented programs including Budgeting, Litigation Management, Record Retention, Franchis e Compliance, SEC Compliance, Stock Plan administration (redesigned programs ach ieving $230,000 per year in additional earnings for employees), Intellectual Pro perty Management (including watch programs and litigation management). Marketin g: Maintained intellectual property filings, managed infringement actions, nego tiation of agreements relating to performance, production, advertising, licensin g, and promotion. Real Estate: Negotiation of Leases, REAs, SNDAs, and Estoppe l Certificates. I was employed as Vice President, Senior Counsel, and Corporate Secretary from M arch 1, 2000 to July 2007. Prior to that time, I was employed as Vice President , General Counsel, and Corporate Secretary (September 26, 1997 - February 29, 20 00), Counsel and Corporate Secretary (October 13, 1995 - September 26, 1997), Co unsel (April 21, 1995 - October 13, 1995), and Associate General Counsel (August 22, 1994 - April 21, 1995). Law Offices of Marshall R. Fisco, Jr. January 1, 1991 - August 21, 1994 Houston, Texas Attorney at Law Corporate and transactional practice. Negotiation and drafting of instruments r elating to project organization, private offerings, business plans and manuals, finance, collection, transportation, insurance and bonding for various businesse s. Factual investigation, legal research, drafting pleadings and briefs, and de positions for various clients. Fulbright & Jaworski, LLP June 23, 1983 - December 31, 1990 Houston, Texas Attorney at Law Commercial, aviation and toxic tort litigation. Drafting pleadings, motions, bri efs, and articles. Managed large document productions. Attended depositions, h earings and trials and summarized testimony therefrom. Developed computer datab ases for case management and an analysis of Texas cases. Managed factual and le gal research in Retail Merchants Association v. Handy Dan (successful resolution of matter resulted in repeal of Texas Blue Laws). I was employed as an attorney from November 10, 1988 to December 31, 1990. Prio r to that time, I was employed as a legal assistant from June 24, 1983 to Novemb er 9, 1988. EDUCATIONAL BACKGROUND South Texas College of Law Houston, Texas J. D. Degree, May 1988 University of Rochester Rochester, New York Bachelor of Arts Degrees (English and Political Science), May 1981 PROFESSIONAL AFFILIATIONS/BAR MEMBERSHIPS American Bar Association (1988 - Present)

Dallas Bar Association (1994 - Present) Texas Bar Association (1988 - Present) Association of Corporate Counsel (1995 - Present) Society of Corporate Secretaries and Governance Professionals (1995 - Present) Houston Bar Association (1988 - 1994) Admitted to practice in the State of Texas and the U. S. District Court for the Southern District of Texas. OTHER ACTIVITIES Institute for Paralegal Training, Teacher (1983 - 1985) Houston Museum Area Members Association (1984 - 1994) Information America, National Advisory Council (1989 - 1991) USA Triathlon (f/n/a Triathlon Federation USA) (1987 - 1990) University of Rochester: --Todd Union Committee (1978 - 1980) --Concert Management Squad (1978 - 1981) --Dorm Council (1977 - 1980) --Track Team (4 Letters and School Record) --Omega Fraternity: ----President (1980 - 1981) ----Housing Chairman (1979 - 1980) ----Director of Salvation Army Drives (1979 - 1981) Cheshire High School: --Football Team (2 Letters and Kiwanis Sportsmanship Award) --Track Team (1 Letter)

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