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KEITH D. TAYLOR 205 POST STREET, MOUNTAIN VIEW, CA 94040 kt5f9292@westpost.net / 415-374-9762 / WWW.

LINKEDIN.COM/KEITHDTAYLOR SNAPSHOT: 5 yrs w/ EY, LLP (CPA,CISA), ~10 yrs w/ Apple Computer (Controller Global Infrastructure), 5 yrs w/ Adecco (NYSE: ADO; Div CFO; Spinoff IPO, NYSE: PGA), 10 yrs as startup/turnaround CFO , ~2 yrs Magellan Navigation (CFO) SUMMARY OF QUALIFICATIONS * MBA, Big 4 CPA (_currently_ _inactive_) and Senior Financial Executive with a broad range of experience, including global public companies, high-growth middle market companies, venture-funded startups and turnarounds * Excellent track record of securing growth and acquisition capital, including venture and private equity funding, joint venture investments, IPO preparation, (S-1 and S-3 filings), and SEC reporting (NYSE: ADO, and NYSE: PGA) * Hands-on functional expertise in financial planning and analysis, accounting, strategic planning, sales pricing/contract support, taxes and treasury/risk management, securing working capital lines of credit * Industry experience ranging from Software (Enterprise and SaaS), Internet, Telecommunications, Consumer Electronics, Professional Services and Manufacturing; International experience in establishing global operations in EMEA and APAC PROFESSIONAL EXPERIENCE EXIGEN CAPITAL INVESTMENT FUND (WWW.EXIGENCAPITAL.COM) 2008 Present CFO $560M Private Equity Group investing in enterprise-level software solutions with roots in Telecommunications. Portfolio companies include joint ventures with Universal Music Group, a $100M+ Software development firm, a managed services IT Hosting business, and several other IT-focused businesses. Also, CFO for two portfolio companies, and GM of the outsourced independent G established key accounting and reporting for Fund and Portfolio companies for the first time in over 3 years; Key Liaison to Investors and Partners * Launched an outsourced G Reduced total channel discounts by one half percent despite competitive pressures; renegotiated Channel Agreements

with office superstores (Office Depot, Office Max, Staples), restarting Staples after 2 year break in service * Revamped reporting and reduced royalty payments to Navteq and TeleAtlas by over 15% in 12 months. * Championed methods of increasing revenue and profits through emphasis on software, add-on sales, and online installed-customer-base revenue streams. Lauded by Magellan's Board, as "some of the best Board-level strategic analysis Magellan has seen." ENCOVER, INC. 2003 a" 2006 (Company relocated to UT) CFO (WITH ADDITIONAL "VP FINANCIAL OPERATIONS" REVENUE RESPONSIBILITY) Enterprise software startup for service contract revenue solutions, funded by Sigma Partners, Doll Capital, Baird. Responsible for all Administration, including HR, Finance, Legal, Client Financial Services. * Secured $19M funding. Helped lead conversion from enterprise software to Outsourced Services provider * As part of conversion to a SAAS model, led development of key automated solutions and processes for invoicing, credit and collections services to clients such as SonicWALL, Cisco, and Kodak, processing millions in low dollar / high volume contracts on their behalf, and providing significant new revenue streams for Encover * Led the site selection and relocation of the Company to Sandy, Utah, reducing OPEX by more than 20% STARTUP/TURNAROUND ADVISORY SERVICES 2001 a" 2003 (Consulting Assignments) CFO (CONSULTANT / INTERIM) Assisted VCs such as Sigma Partners, Doll Capital, Bear Gold, and other VC's at the CFO-level. * TOPIO, INC., data recoverability software, funded by Sequoia Capital, Sigma Partners ; acquired by NetApp * CAREERCENTRAL.COM, e-cruitment portal, funded by TCV, Softbank,

Questmark; acquired by Spencer Stuart * PAGE AUTOMATED TELECOMMUNICATIONS SYSTEM, Fiber-optic Telecom mfg, assets acquired by Hon Hai, Int'l * CHARLES RIVER CONSULTING, Acquisition of Netcentives' Assets, for re-launch of Clickrewards.com BRASSRING, INC., Santa Clara, CA 2000 a" 2001 (Company relocated to MA) CFO Managed financial functions for $100M enterprise-level software provider of integrated recruiting solutions, including internal hiring systems and external candidate sourcing, as well as web-based (Incpad.com) & job-fair-based (Westech) recruiting solutions. Board replaced Santa Clara-based CEO with MA-based CEO, and relocated Corp HQ to MA in early 2001.

ADECCO, INC., Redwood City, CA (NYSE: ADO) 1994 - 1999 VP FINANCE, DIVISION CFO FOR NORTH AMERICA ADECCO EMPLOYMENT SERVICES DIVISION For $20B HR consulting/staffing firm. Provided financial, operational, technological and strategic guidance to President of Adecco North America (US, Canada, Mexico). * Led 10+ US mergers and acquisitions activities and financial integration processes, successfully completing post-acquisition integration transforming Adia, $400M to Adecco, $2+B in 5 years * Provided leadership for HQ staff of 175+ (strategic analysis, sales pricing/contracts support, financial planning/analysis, accounting, payroll, taxes) and treasury (cash management, accounts receivable, risk management) reducing OPEX from 11% of Sales to 6% in 2 years * Administered facilities, real estate, and purchasing during growth from 200 to >1000 offices in 5 years APPLE COMPUTER, INC., Cupertino, CA (NASD: AAPL) 1985 - 1994 SENIOR CONTROLLER, WORLDWIDE GLOBAL ADMINISTRATION, R&D, FINANCIAL PLANNING & ANALYSIS CONTROLLER, SALES, MARKETING, DISTRIBUTION (WESTERN OPERATIONS)

COMPUTERLAND, Los Angeles, CA 1983 - 1985 REGIONAL VICE PRESIDENT, OPERATIONS ERNST & YOUNG LLP (then Arthur Young & Co), Los Angeles Auren Hoffman, Chairman EDUCATION / CERTIFICATIONS MBA, San Jose State University, San Jose, CA, 1990 BS Business Administration, Cal. Polytechnic State University, San Luis Obispo, CA, 1979 Certified Public Accountant (CPA - Inactive), State of California, 1984 Certified Information Systems Auditor (CISA - Inactive), EDP Auditors Association, 1984 M&A TRANSACTIONS & ROLE I have been engaged in a significant number of M&A transactions in my career, totaling nearly $ Billion in funding or transaction value over 15 years COMPANY TRANSACTION PARTNERS INV BANKERS / ACCOUNTANTS ROLE DATE SIZE APPLE Kaleida Labs, General Magic $26M Joint Venture HP M&A Controller & JV Liaison 1993 Taligent

$48M Joint Venture IBM M&A Controller & JV Liaison 1994 ADIA Merger between Adia & Ecco to form Adecco Arthur Anderson Corp Controller (Acquiring) 1996

$75 USA Sub

NYSE: ADO ADECCO Boutique Prof Svcs firms Dallas TX, Hartford CT, SLC UT Division CFO (Acquiring) 1996-1999 $6 Franchise Buyback:

Columbus, OH $70

Personnel Group of America a" S-3, IPO Arthur Anderson Controller leading carve-out financials compilation, S-3 filing, Spinoff IPO

1998

$125 NYSE: PGA TAD Resources, Int'l Goldman Sachs Division CFO (Acquiring) 1999

$385 EY LLP / PWC Olsten Staffing, Inc. NYSE: OLS PWC Pre-acquisition analyst team 1999-2000 CAREERCENTRAL.COM Series E VC Financing DLJ CFO (Biz Plan, Roadshow, Audits, early S-1 filing) 2000

$22 EY LLP BRASSRING.COM

Series B VC / Strategic Partner Financing Goldman Sachs CFO 2000-2001

$40 KPMG PAGE AUTOMATED TELECOMM SYSTEMS Series C VC Financing Bear Gold, LP CFO (Consulting) 2002

$2 Technology Acquisition HonHai (Foxconn) Ireland San Filippo TOPIO Series B Financing Sigma Partners, Sequoia Capital CFO (Interim) 2003

$5 PWC

ENCOVER Series C Financing Sigma Partners, Doll Capital, Baird Capital CFO 2004-2006

$19 Series D Financing KPMG MAGELLAN NAVIGATION, INC. PE Carve-out Silverlake CFO (Turnaround) 2007- 2008 Prep for S1 / IPO EY, LLP Sale to MiTAC $749M