STEVEN A. CHASE10037 Castlewood Drive, Plano, TX 75025-5266

Cell phone: (817) 676-3784; email: schase_law@yahoo.com______________________________________________________________________________

DESIRED POSITION: General Counsel or Franchise Counsel with Vibrant Franchisor

SUMMARY OF PROFESSIONAL EXPERIENCE:

Franchise Law (Since 1992, All Aspects) Contracts (Review, Drafting, Negotiations, Including Vendor and Service Agreements) Regulatory Compliance (Including FTC and State Franchise Regulations, Disclosure Obligations and Anti-Trust

Considerations) Intellectual Property Protection (Including Trademark and Copyright Filings, Licensing Agreements and

Enforcement Actions) Real Estate Transactions/Leases Risk Assessment and Proactive Management Entity Formations and Maintenance, Corporate Governance, Minutes and Bylaws Sale of Business (Stock and Asset) Premises Liability Civil Litigation/Litigation Management (Including e-Discovery) Taught “Civil Litigation” and “Wills and Estates” to Paralegal Students at Portland College of Legal Arts Served as court appointed arbitrator for seven Oregon Circuit Courts

EMPLOYMENT HISTORY:

Blockbuster L.L.C. Dec. 2011-PresentSenior Franchise Paralegal/Franchise Attorney McKinney, TX

Conduct legal research re: most current state statutes and regulations that govern the drafting, filing and distribution of a Uniform Franchise Disclosure Document (“UFDD”). Prepared the initial UFDD for franchisor who acquired hundreds of U.S. and international franchise agreements through a former franchisor’s bankruptcy process. Prepared additional disclosure documents as required by various UFDD registration filing states. Responsibilities have also included the drafting of a new Blockbuster Franchise Agreement, a new Development Agreement, and numerous franchisee default notices. Soon after being hired as a Sr. Franchise Paralegal, was given significant additional responsibilities as Blockbuster’s only in-house franchise attorney. Such responsibilities include providing legal advice to Blockbuster’ s General Counsel and Senior Director of Global Franchise Operations. Also work with in-house transaction and litigation attorney teammates to provide advice from perspective of an experienced franchise attorney. Current duties also include serving as the legal point person responsible for master franchise matters in Australia, Colombia and Panama.

Multiple Contract Assignments for Each of Several Legal Recruitment Firms May 2008-Nov. 2011E-discovery Document Review Attorney Dallas, Richardson and Addison, TX

From April 2008 to November 2011 -- worked as a temporary contract attorney on multiple assignments for the following Dallas area legal recruitment firms:

1. Legal Network; 2. Hudson Highland Group ("Hudson Legal");3. Robert Half International ("Robert Half Legal"); 4. Special Counsel, Inc.; and5. Altegrity, Inc. (“Kroll OnTrack”)

General Description of contract work: Nearly seamless full-time employment as an e-discovery document review attorney assigned over time to work on approximately two dozen matters, including the following: numerous patent infringement lawsuits; two alleged wrongful termination cases; SEC and FINRA securities regulation matters; a FTC regulatory application; a music copyright infringement lawsuit; an International Trade Commission action for unfair trade practices,

and a related lawsuit in U.S. District Court alleging anti-trust violations under both Clayton Act and Sherman Act; and U.S. Dept. of Justice and Texas Attorney General anti-trust investigations.

Duties:

Electronic discovery document review, including privilege/work product analysis Quality control of other attorneys’ work Prepare privilege logs Work with the following e-document review programs: Kroll Ontrack, Nuix, Prevail, Concordance, Relativity,

Ringtail; provided through Discovery Radar, Avansic, Kroll, and InterLegis Discovery 360

Accor North America, Inc. Sept. 2007-Jan. ‘08Corporate Counsel Carrollton, TX

Drafted service agreements and other contracts for corporate owned/operated hotels/motels, such as Motel 6, Studio 6, and Sofitel

Assisted in preparation of updated U.S. domestic and Canadian franchise disclosure documents Drafted important and complex transactional documents regarding development and licensing of Novatel Hotel

brand in Canada Advised Franchise Department on franchisee relations, then drafted or reviewed correspondence to franchisees

regarding modifications, extensions, defaults and terminations of franchise agreements

CiCi Enterprises, L.P. Sept. 2004-Feb. ‘07Franchise Compliance Officer (In-House Counsel) Coppell, TX

Drafted, reviewed, and negotiated a wide range of simple to complex contracts for every Dept., such as service and vendor agreements, beta test agreements, non-disclosure and non-competition agreements, advertising/promotion agreements, real estate transactions, indemnification agreements and dispute resolution documents

Reviewed and pre-approved advertising/marketing materials for legal compliance Protected CiCi’s intellectual property (trademarks, service marks, trade secrets, copyrights, and trade dress) both

domestically and internationally Provided ongoing legal advice, internal guidelines, policies and procedures (with proactive orientation) for

Marketing, Franchise Development, Training, Operations and Real Estate departments, and for affiliate food distribution company (JMC Restaurant Distribution, L.P.)

Worked closely with V.P. of Accounting to maximize flow of accounts receivables. Worked with H.R. Dept. as needed.

Prepared annual FTC regulated Uniform Franchise Offering Circular (now known as a “UFDD”) Managed company’s litigation by working closely with outside counsel on strategy, pleadings, motions and

discovery requests/responses; responsible for holding down litigation costs. Litigation included such matters as products liability claims, personal injury/negligence/premises liability, breach of contract, prosecution of I.P. infringements and business tort disputes.

Handled all negotiations with various state regulatory/administrative agencies to avoid or resolve citation disputes. Met weekly as member of senior management team (consisting of President, CFO and the Sr. Manager for each

Dept.). Also met regularly with CFO and President to: 1) present interpretations of applicable laws; 2) advise and recommend proactive steps, including changes to company policies, practices & procedures (then draft documents to implement same); 3) advise re: risk assessment and risk management; and 4) report on the status of all litigation matters.

Sole Practitioner Jan. 1992- Sept. ‘04Business Transaction & Litigation Attorney/Arbitrator Portland, OR

As primarily a business transaction, corporate, franchise and commercial litigation attorney, represented restaurants, churches, manufacturing and distribution companies (selling such goods as chemicals, craft products, snow boards, frozen foods, and bottled meat sauces), food and beverage retailers, franchisors, franchisees, employers, commercial landlords & tenants, an international timber importer, a machine shop, a recycling company, non-profit organizations, a real estate developer, construction companies, commercial lenders, artists, computer programmers, securities investors, and licensed dealers.

Drafted, reviewed and negotiated over a wide range of domestic and international legal documents, including vendor agreements, service agreements, employee handbooks, franchise agreements, uniform franchise offering circulars, product distribution agreements, real estate development/construction/transfer documents, CC&R/HOA documents, commercial leases, and secured transactions; I.P. licenses, non-competition and non-disclosure agreements, buy-sell agreements, business entity formation and governance documents, stock purchase and option agreements; litigation settlement documents.

Assisted clients with the registration of nearly 100 copyrights (including software program codes, visual arts, music, and literature) and approximately 50 trademarks and service marks. Drafted cease and desist letters; and, when necessary, litigated in state and federal courts to enforce clients’ intellectual property rights.

Litigated over 100 civil cases in Oregon state and federal courts; extensive experience with business/commercial/franchise litigation/securities fraud/administrative proceedings (including employment disputes); took or defended over 75 depositions, many of which were document intensive; prepared clients, fact witnesses and expert witnesses to testify at depositions, arbitration and trial.

Drafted appellate briefs/presented oral argument before Oregon Court of Appeals.

LEGAL EDUCATION:

Lewis & Clark College, Northwestern School of Law Portland, OR Juris Doctorate, 1989

Honors: Law Review Staff for Environmental Law – 1986; Elected Business Editor by peers 1987-88 Honors in Legal Writing, Research and Reasoning American Jurisprudence Awards for Excellence in Contracts and Torts Moot Court: Client Counseling Competition: 2nd Place, fall, 1988 A+ on Juris Doctor Writing Requirement (later published at 18 North Carolina Central Law Journal 163-85 [1989]

as full article)

LICENSE/CERTIFICATION: Oregon Bar Association, state of Oregon. License issued in Sept. 1989 is active and in good standing. United States District Court, District of Oregon. Certification granted in 1990 is active and in good standing. Authorized to practice in Texas under in-house counsel rule.

OTHER OFFICE SKILLS:

Proficient with MS Word 2007 Excel, Power Point, Outlook Express, Lotus Notes, online research, and with the development, maintenance and use of corporate digital databases.

EXAMPLES OF COMMUNITY & PROFESSIONAL ACTIVITIES:

Served seven years on Board of Trustees for Western Seminary, Portland, OR (including as member of the Executive Committee, the Business & Finance Committee, and as Board Secretary); served three years on Board of Directors for Portland Musical Theatre Company; served two years on Site Counsel for Brown Middle School, Hillsboro, OR.

Also served as volunteer in many other capacities, including as Art Literacy Instructor for local elementary schools in Beaverton and Aloha, OR (four years); YMCA Youth Basketball Coach (two seasons); Athletics Coach for Oregon Special Olympics; Judge for Oregon H.S. Mock Trial Competition (several years); and as a big brother with Big Brothers, Big Sisters of Tarrant County, TX. (2006 – Present).

Member of Gus J. Solomon Chapter, American Inns of Court, Portland, OR (1988 – ’03); member Oregon State Bar, CLE Committee (2003-’05); and member of American Bar Association, Business Law Section, Forum on Franchising, and Corporate Counsel Committee (2009 – 2011).