Motion For Attorney Fees

Motion

Cal. Super. - 4th Dist.February 17, 2012

HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y PA RT NE RS HI P AT TO RN EY S AT LA W ON E CA LI FO RN IA PL AZ A, 37 TH FL OO R 30 0 SO UT H GR AN D AV EN UE LO S AN GE LE S, CA LI FO RN IA 80 07 1- 31 47 S O X NN o N wn Re W N RN ND N D N N N N N N r m mm e a em e m pe d e t p m pe e c o NN O N LL B R A W N = S O N Y S Y A W N HILL, FARRER & BURRILL LLP NEIL D. MARTIN (Bar No. 094121) CLAYTON J. HIX (Bar No. 236718) One California Plaza, 37th Floor 300 South Grand Avenue Los Angeles, CA 90071-3147 Telephone: (213) 620-0460 Fax: (213) 624-4840 Attorneys for Plaintiffs NADER & SONS, LLC; and SISKO ENTERPRISES, LLC ELECTRONICALLY FILED Superior Court of California, County of Orange 0919/2017 at 12:03:00 Fi Clerk of the Superior Court By Brnma Castle, Deputy Clerk SUPERIOR COURT OF THE STATE OF CALIFORNIA FOR THE COUNTY OF ORANGE COUNTY NADER & SONS, LLC, and SISKO ENTERPRISES, LLC, Plaintiffs, VS. JACK HAZAN, an Individual, DAN SCHAVOLIAN, an Individual, and DOES 1 through 20, Inclusive, Defendants. CASE NO.: 30-2012-00546130 RESERVATION NO.: 72664651 [Assigned to the Hon. Deborah C. Servino, Dept. C22] PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES; DECLARATIONS OF NEIL D. MARTIN AND JEREMY COHEN IN SUPPORT Date: October 27, 2017 Time: 10:00 a.m. Dept: C22 Complaint filed: February 17, 2012 Trial date: March 25, 2013 PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES HI LL , F A R R E R & B U R R I L L LL P A U M I T E D LI AB IL IT Y P A R T N E R S H I P AT TO RN EY S AT LA W ON E CA LI FO RN IA PL AZ A, 37 TH FL OO R 30 0 SO UT H GR AN D AV EN UE LO S AN GE LE S, CA LI FO RN IA 90 07 1- 31 47 OO 0 3 O N Wn BA W N ND N N N N N N N N = e m m e m e a r m e m e m pe e 0 2 a y Un BA W N = O O N S N R W em oo TO ALL PARTIES AND THEIR ATTORNEYS OF RECORD: PLEASE TAKE NOTICE that on Oc 2 7 Jb 17at 10:00 a.m. in Department C22 of the above-entitled court, located at 700 Civil Center Drive West, Santa Ana, California, Plaintiffs Nader & Sons, LLC and Sisko Enterprises, LLC (“Plaintiffs”) will move, and hereby do move, for an for an order awarding attorneys’ fees in the amount of § favor of plaintiffs and against defendant which award will be included as part of the “attorney’s fees and costs” section of the Judgment signed by the Court on August 2, 2017 in favor of plaintiffs. . This motion is and will be made pursuant to Code of Civil Procedure §§1032 and 1033.5, Civil Code §1717, and Cal. Rules of Court, Rule 3.1702, on the following grounds: (i) on August 2, 2017 the Court signed its Judgment in favor of (ii) Plaintiffs sole claim was to a cause of action to enforce a written guaranty which provided for the recovery of attorney’s fees and litigation costs; (iii) in light of the Court’s entry of judgment in favor of plaintiffs, plaintiffs are the prevailing parties; and (v) plaintiffs’ attorneys’ fees are reasonable. This motion is based on this Notice of Motion and Motion, on the supporting Memorandum of Points and Authorities attached hereto, on the supporting Declarations of Nader Hakakian, Jeremy Cohen and Neil D. Martin filed and served herewith, on the pleadings and records on file herein, and on such further argument and evidence as may be presented at the hearing thereon. DATED: September | £2017 HILL, FARRER & BURRILL LLP By, Ct NEIL D MARTIN Attorneys for Plaintiffs NADER & SONS, LLC; and SISKO ENTERPRISES, LLC wm PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y PA RT NE RS HI P AT TO RN EY S AT LA W ON E CA LI FO RN IA PL AZ A, 37 TH FL OO R 30 0 SO UT H GR AN D AV EN UE LO S AN GE LE S, CA LI FO RN IA 90 07 1- 31 47 Oo 0 3 O N Wn B A R W O N NO ND R N N N N N ) = m m ee me e d he d e s e d co O Y Ln B R E W ND = O e N N N R E W I N D = o MEMORANDUM OF POINTS & AUTHORITIES L INTRODUCTION AND SUMMARY OF PROCEEDINGS Plaintiffs Nader & Sons, LLC and Sisko Enterprises, LL.C (“Plaintiffs”) move for an order awarding them the attorneys’ fees incurred in their 5 plus year exercise to enforce a personal guaranty by defendant Dan Shavoilan (the “Guaranty’’). The Guaranty has a broad attorney fee clause at paragraph 1 under which the guarantor promised to pay “..any costs of collection hereunder, including without limitation, attorney’ and other professionals’ fees.” Martin Declaration, Exhibit 5. The process of reducing the defendant’s obligation to judgment required multiple proceedings in multiple forums. Plaintiffs were assigned the Guaranty (among other things) on June 12, 2008 incident to the plaintiffs’ loan of over 12 million dollars to the principal of Beshmada. That loan went into default and Beshmada was later placed in an involuntary bankruptcy. Plaintiffs had to litigate and ultimately settle with the Beshmada trustee to reacquire their rights to the Guaranty, paying the bankruptcy estate the sum of $250,000, as memorialized in the Partial Settlement Agreement of January 18, 2010. Defendants opposed this settlement every step of the way. Plaintiffs seek the attorneys’ fees incurred by Hill Farrer & Burrill bankruptcy counsel Danial McCarthy incurred in 2014 and 2015 to meet the objections interposed by defendant to the initial assignment of the Guaranty, and then later in 2015 to address the impact of defendant Jack Hazak’s bankruptcy on the continuation of this state court action, which total $5,564.20. (the “Initial BK Fees.”). See, Exhibit 1 to Martin Declaration. The underlying obligor, Hazak, filed an action in New York (The “First New York Action”) to contest the validity of the assignments which were confirmed by the bankruptcy court, as pleaded at paragraphs 15 and 16 and Exhibit 6 to the SAC (ROA 58). Plaintiffs do not seek fees in connection with the First New York Action in this motion. Plaintiffs then filed this action in Orange County Superior Court in 2012 to enforce the Guaranty. Plaintiffs seek all the attorney’s fees incurred in this action, which through Ge PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y PA RT NE RS HI P LO S AN GE LE S, CA LI FO RN IA 90 07 1- 31 47 Oo c e a9 S N Wn B w 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 judgment total $84,006.40. See, Exhibit 2 to Martin Declaration. Defendants successfully moved to stay this case and require plaintiffs to file an action in New York to adjudicate the default of the primary obligor Hazak (The Second New York Action.) Plaintiffs seek all the attorney’s fees incurred in all phases of the Second New York Action, including the appeal, which total $122,409.54. (See Cohen Declaration, Exhibits 3 & 4.) Finally, Hazak litigated affirmative claims against Beshmada in the bankruptcy court, lost, and the bankruptcy court awarded the estate attorney’s fees and cost of over $850,000. Hazak then proposed a “settlement” with the trustee whereby Hazak would pay the trustee $150,000: 1) to compromise the attorney fee and cost award, and 2) in addition, the trustee would convey to Hazak and residual rights the trustee held with respect to Beshmada’s interest in Fifth LLC. This last gyration required the intervention of plaintiffs’ counsel to object to the terms of the proposed settlement to the extent it was going to be used as a tool in defendant’s defense to enforcement of the Guaranty. These activities are illustrated in, among other things, Exhibits 14, 15 and 16 to the summary judgment motion (ROA 265, 263) (the Second BK Fees). And defendant did indeed seek to use the Hazak/trustee settlement as part of its defense (see, opposition to MSJ beginning at page 18, ROA 290) which proves that plaintiffs’ intervention in the settlement was a necessity. Plaintiffs seek all of the Second BK fees billed by bankruptcy attorney Danial McCarthy in the sum of $17,668.20 as properly incurred in aid of collection under the Guaranty. See Martin Declaration Exhibit 1. IL AS THE PREVAILING PARTY, AND PURSUANT TO THE EXPRESS PROVISIONS OF A WRITTEN CONTRACT, DEFENDANTS ARE ENTITLED TO AN AWARD OF ATTORNEYS’ FEES Pursuant to section 1032(b) of the Code of Civil Procedure, “a prevailing party is entitled as a matter of right to recover costs in any action or proceeding.” Section 1033.5(a)(10)(A) of the Code of Civil Procedure provides that attorneys’ fees “are allowable as costs under Section 1032” when authorized by contract, and section 1033.5(c)(5) of the Code of Civil Procedure further states that “[a]ttorney’s fees awarded 4. PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES OO 0 9 O Y nn BA W N p t pe e d p d =~ Ww NN = OO A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E LO S A N G E L E S , C A L I F O R N I A 90 07 1- 31 47 HI LL , F A R R E R & B U R R I L L L L P A L I M I T E D L I A B I L I T Y P A R T N E R S H I P No N o N O N o [V o] N o N o N S N O -_ - p t f d -_ oo J aN wn Ex N Ww No -_ o \O o o J aN wh pursuant to Section 1717 of the Civil Code are allowable costs under Section 1032 of this code as authorized by subparagraph (A) of paragraph (10) of subdivision (a).” Section 1717 of the Civil Code states, in relevant part: In any action on a contract, where the contract specifically provides that attorney’s fees and costs, which are incurred to enforce that contract, shall be awarded either to one of the parties or to the prevailing party, then the party who is determined to be the party prevailing on the contract, whether he or she is the party pei in the contract or not, shall be entitled to reasonable attorney’s fees in addition to other costs. Where a contract provides for attorney's fees, as set forth above, that provision shall be construed as applying to the entire contract, unless each party was represented by counsel in the negotiation and execution of the contract, and the fact of that representation is specified in the contract. Reasonable attorney’s fees shall be fixed by the court, and shall be an element of the costs of suit. For the purposes of awarding attorneys’ fees, an action is “on a contract” within the meaning of Civil Code § 1717 as long as it involves a contract. See, e.g., Berge v. Int’ Harvester Co. (1983) 142 Cal. App. 3d 152, 164. Both section 1717 (b)(2) of the Civil Code and section 1032(a)(4) of the Code of Civil Procedure provide their own definition of “prevailing party.” The former states that the “prevailing party” is “the party prevailing on the contract shall be the party who recovered a greater relief in the action on the contract,” and the latter as “Prevailing party’ includes the party with a net monetary recovery...” Under any measure, plaintiffs are the prevailing parties. Code of Civil Procedure section 1033.5(c)(5) directs that the attorney’s fees requested here are fixed on a noticed motion, and Cal. Rules of Court, Rule 3.1702(b)(1) sets the deadline for filing a motion for fees as *...within the time for filing a notice of appeal...” This motion is timely. III. THE FEES ARE REASONABLE AND RECOVERABLE As is the case when the court awards attorney fees after judgment, the determination of the amount of an award of attorney fees on appeal is committed to the discretion of the trial court. (Schoolcraft v. Ross (1978) 81 Cal. App.3d 75, 82; see PLCM -5- PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y P A R T N E R S H I P A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E LO S A N G E L E S , C A L I F O R N I A 90 07 1- 31 47 NO 0 3 O Y nn Bs W N 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 23 26 27 28 Group, Inc. v. Drexler (2000) 22 Cal.4th 1084, 1096.) “[TThe fee setting inquiry in California ordinarily begins with the ‘lodestar,’ i.e., the number of hours reasonably expended multiplied by the reasonable hourly rate.” (PLCM Group, at p. 1095.) “Under this method, the court ‘begins with a touchstone or lodestar figure, based on the “careful compilation of the time spent and reasonable hourly compensation of each attorney ... involved in the presentation of the case.” [Citation.] The lodestar should ordinarily include compensation for all hours reasonably spent on the case [citation], but the court must carefully review attorney documentation of hours expended; “padding” in the form of inefficient or duplicative efforts is not subject to compensation.” [Citation.] The lodestar may then be adjusted ‘to fix a fen at the fair market value of the particular action.”” (Komarova v. National Credit Acceptance, Inc. (2009) 175 Cal.App.4th 324, 348.) “°... The trial court makes its determination after consideration of a number of factors, including the nature of the litigation, its difficulty, the amount involved, the skill required in its handling, the skill employed, the attention given, the success or failure, and other circumstances of the case.” (PLCM Group, supra, 22 Cal.4th at p. 1096.) The bottom line is that “[t]he © “experienced trial judge is the best judge of the value of professional services rendered in [her] court, and while [her] judgment is of course subject to review, it will not be disturbed unless the appellate court is convinced that it is clearly wrong.” * Syers Properties III, Inc. v. Rankin (2014) 226 Cal. App.4th 691, 698. This Court has had the opportunity to see the defense’s non-stop obstructionism.! The Court has reviewed the work product of counsel, both in this action and the New York action (as those pleadings and decisions are part of the record here.) The hourly rates are at or below market. The time billed is on its face reasonable. There is no request for a lodestar “bump” in fees. Equally, there should be no reduction. "Including they filing on a new action in New York seeking to enjoin enforcement of the judgment! -6- PLAINTIFFS” NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y PA RT NE RS HI P LO S AN GE LE S, CA LI FO RN IA 90 07 1- 31 47 oO 0 3 O Y hah BR W N N N N N N N N N N m e e m e m e m e m e m e d e d cw NN O N Ln RE W N = D Vw N Y R W N Y = o IV. CONCLUSION The total of all fees sought is $229,648.34. At approximately 5% of the amount at issue, this fee is reasonable, well documented, and appropriate in relation to a judgment in excess of 4.4 million dollars. Plaintiffs ought to be made whole on their fees to date. Respectfully Submitted he DATED: September If. 2015 HILL, FARRER & BURRILL LLP By: oe NEIL D MARTIN Attorneys for Plaintiffs NADER & SONS, LLC; and SISKO ENTERPRISES, LL.C 7 PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES DECLARATION OF NEIL D. MARTIN S S 0 0 N Y nn B R E W ND = b d p d p d e d W N = A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E LO S A N G E L E S , C A L I F O R N I A 90 07 1- 31 47 HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y PA RT NE RS HI P IN NS ) b o No BN N o N o (\ [\ ®] - pi - pt et c o ~ J jo ) wi EE N wo \] - << oO o o ~ lo ) wh DECLARATION OF NEIL D. MARTIN I, NEIL D. MARTIN, declare and state: 1. [ am an attorney at law duly licensed to practice before all Courts of the State of California and am a partner with the law firm of Hill, Farrer & Burrill LLP, attorneys of record for Plaintiffs Nader & Sons, LL.C and Sisko Enterprises, LLC (“Plaintiffs”) in the above-captioned matter. 2 I am a 1980 graduate of the University of Southern California Law School and have extensive experience in general litigation. When my engagement in this matter commenced, my standard hourly rate was $425.00 an hour. I have been a partner at Hill, Farrer & Burrill LLP since 1989 and am familiar with the general billing rates for attorneys in the Los Angeles and Orange County areas. In addition, our firm participates in the annual Price Waterhouse and RBZ Salary Surveys. I know from a review of these surveys, as well as seeing attorney fee allocations for other counsel on a regular basis that my rates are approximately 33% less than "market". My partner, Daniel McCarthy, is a 1978 graduate from Harvard University and a 1981 graduate of Michigan Law School. He specializes in bankruptcy matters and I relied on Mr. McCarthy for the representation of all bankruptcy-related matters in this case. Mr. McCarthy's hourly rate for his bankruptcy-related representation is $482.00 an hour. | 3. As the HF &B attorney primarily responsible for the representation of plaintiffs, I reviewed all billing statements on a monthly basis. In this matter, all HFB timekeepers contemporaneously recorded a description of the specific task, time and client matter number on a timesheet. Those figures were then directly inputted into the accounting system computer. Once a month, all of the accumulated time on this (and every other) matter is printed out in a report called a preliminary or "prelim". After adjustments, the accounting department then printed out a bill to the client which accurately reflected the description of the tasks performed and the time spent, including the date of rendering services, the description of the services rendered, the amount of the charge (in tenths of an hour) and the dollar extension (which is determined by the hours -8- PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y P A R T N E R S H I P A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E LO S A N G E L E S , C A L I F O R N I A 80 07 1- 31 47 OO © 3 O&O wn BB W N RN N N N N N N N N e m e a e e e m e m e t e e e m e m c o 3 O N un BR W N e m O O N N NY B R A W N = O multiplied by the hourly rate). 4. We billed time for Mr. McCarthy's bankruptcy-related work, as well as other bankruptcy projects on a separate matter number from that billed for the Orange County Superior Court action. Attached hereto as Exhibit 1 are true copies of the billing sheets reflecting the work done by Mr. McCarthy with the matters not related to the Orange County Superior Court dispute interlineated and the charges associated from those activities excised. The final sheet shows the calculation that the total amount due billed by Mr. McCarthy and his activities in Bankruptcy Court in aid of the prosecution of this matter is $23,521.60. 5. [ attach hereto as Exhibit 2 a true of the prelim bill (which is why itis in a different format) for this matter. I had a variety of other timekeepers assist me in working on this matter, although I did the overwhelming bulk of the work. The hours worked times the various timekeepers' hourly rates shows a total reasonable fee of $84,006.40. 6. The contractual basis for the recovery of attorneys’ fees as set forth in the guaranty, this Court's Minute Order of July 17, 2017 recognizes that the guaranty is part of the record on the motion for summary judgment as plaintiffs’ Exhibit 1 at internal Exhibit A. For the convenience of the Court, I have attached a copy of the guaranty as Exhibit 5. 7. In the argument in the body of the motion I identified Shavoilan’s briefing where he sought to misuse the BK Court settlement by Hazak of its fee obligation and its acquisition of Beshmada’s residual rights to argue that plaintiffs had no rights under the Guaranty. In further of the request for the second round of BK fees, I attach as Exhibit 6 a true copy of a complaint served on plaintiffs in New York which seeks to collaterally attack this Court’s judgment by again arguing that the combined effect of the bankruptcy court settlement and the New York Court of Appeal decision was to vest rights in the Guaranty in Hazak. It simply never ends. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. -9. PLAINTIFFS” NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES Oo 0 3 O N n n Bs W N - pe ed p d Ww N = OO A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E LO S A N G E L E S , C A L I F O R N I A 90 07 1- 31 47 IN HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LI AB IL IT Y PA RT NE RS HI P N N N N N N N No |] = co J ON wn Rs W N - OS OO oe AN Wn Executed this [By of September, 2017, at Los Angeles, California. fon LL NEIL D. MARTIN -10- PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES DECLARATION OF JEREMY COHEN E R S H I P E N U E A T T O R N E Y S AT L A W O N E C A L I F O R N I A P L A Z A 37 TH F L O O R 30 0 S O U T H G R A N D AV : LO S A N G E L E S . C A L I F O R N I A SG D7 1- 31 47 LA GI TE D LA BI LI TY P A R T Hi t, F A R R E R & B U R R I L L LL P S O X 3 O N nn Bs W N - o N B R N R R N D N N ) = = e m e a em p m p m p m a e m °° N Y U n B W N D = O N O 0 N Y Y Y R W N DECLARATION OF JEREMY COHEN I, JEREMY COHEN, declare and state: 1. l am an attorney at law duly licensed to practice before the Courts of the State of New York and New Jersey. Since April 2015, I have been the attorney principally responsible for the representation of Nader & Sons and Sisko in proceedings in New York. 2, After the California Court of Appeal affirmed a ruling by the Orange County Superior Court that the issue of Hazak’s default with respect to the “True Up” contribution had to be determined by a New York Court before Nader & Sons and Sisko could enforce the Shavolian’s personal guaranty of that obligation, my colleague, Eric Levine, filed an action in the New York Supreme Court seeking a declaration of default and other relief (the “New York Default Action”). At that time, Mr. Levine was a partner at the law firm Wolf, Haldenstein, Adler, Freeman & Herz LLP (“Wolf Haldenstein™). 1 joined Wolf, Haldenstein as a partner in July 2014, and, when Mr. Levine retired from the firm, I took over primary responsibility for the New York Default Action. In August 2016, I left Wolf, Haldenstein and became a partner of the firm Seyfarth Shaw LLP where my representation of the plaintiffs continues. 3. I attach as Exhibit 3 true copies of the billing detail reports from Wolf, Haldenstein and Seyfarth Shaw which document by time keeper, date, description, hourly rate and amount of time incurred, the services provided to plaintiffs by timekeepers at those two firms. I have personally reviewed these documents to ensure their relevance and accuracy. 4, I have gone through the assembled bills in Exhibit 3 and summarized the fees applicable to the representation of Plaintiffs in the New York action. A copy of that summary is attached hereto as Exhibit 4. The amount incurred in total is $122,409.54. The above facts are within my personal knowledge and if called as a witness, | could and would testify competently thereto. I declare under penalty of perjury under the laws of the State of California that the PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES O O C X 9 O N nn Rr W N [ T S E E 30 0 SO UT H GR AN D AV EN UE - Ea N HI LL , F A R R E R & B U R R I L L LL P A LI MI TE D LA BI LI TY P A R T N E R S H I P A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A. 37 TH F L O O R LO S A N G E L E S , C A L I F O R N I A 80 07 1- 31 47 nN b o nN b o N o NN N Y [ \ ] f t - pt . [e - po st ~J AN hn E N Ww b o - oo \ O [0 2] ~ 3 aN wn [\ 0 foregoing is true and correct. Executed this 15th day of September, 2017, at New York, New York. fs 5] 7 IEREMY A, COHEN HFB 1820644.1 H0374005 ow PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES EXHIBIT 1 HILL, FARRER & BURRILL LLP A LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS ATTORNEYS AT LAW ONE CALIFORNIA PLAZA 300 SOUTH GRAND AVENUE - 37TH FLOOR LOS ANGELES, CALIFORNIA 90071-3147 TELEPHONE (213) 620-0460 - FAX (213) 624-4840 http://www hillfarrer.com IRS # 956-2153880 File H0374-4 Nader Hakakian Nomser R. Todd Neilson Trustee v. Nadar & Sons, LLC et al 42/05/13 DM «PIT aft’ Emaitto-oppasing- counsel rer status of settlement 8/20/14 DJM Conference with Atty Martin re: claims against Shavolian and guarantors 8/21/14 DIM Conference with Atty Martin in preparation for call with Kay 8/21/14 DJM Telephone conference with Kay Hakakian re: Shavolian lawsuits 8/21/14 DIM Draft Emails to Atty Geher re; Shavolian lawsuits and proof of claim in Namco case (2x) 8124414. DdM--Cenference with-Atty Martin-re involving Beshmeada at this tine 9/23/15 DJM Telephone conference with Atty Geher re: Shavolian and Hazak 9/23/15 DJM Draft email to Atty Martin re: conversation with Atty Geher re: Shavolian and Hazak 9/24/15 DJM Review judgment from NY court and documents relating to trustee's objection to 241 LLC and Hazak claim in Beshmada case; email Atty Martin re: same 9/24/15 DJM Telephone conference with Atty Martin re: breach of guaranty claim against Shavolian and Hazan and re; trustee's asserted claim under that guarantee 9/24/15 DIM Worked on review of partial settlement agreement, second motion for approval and order approving it; email Atty Martin re: same (2x) 9/28/15 DJM Telephone conference with Atty Martin and clients re: conversation with Atty Geher re: guaranty 9/28/15 DJM Research partial settlement agreement further; email Atty Martin re: lack of attorney's fee clause in revised agreement; draft proposed email to Atty Geher re: NY court judgment and assignment of guaranties 9/30/15 DJM Research assignability of guaranty and claims; review partial settlement language on assigned claims; revise email to Atty Geher re: same 9/30/15 DJM Telephone conference with Atty Geher re: resolving issues on claims under the guaranty 9/30/15 DJM Draft email to Atty Martin and clients re: conversation with Atty Geher 9/30/15 DJM Research re: Hazan bankruptcy and email Atty Martin and clients re: same and impact on Orange County lawsuit (3x) 10/01/15 DJM Telephone conference with Nader and Kay re: breach of guaranty lawsuit; resolving issues with Namco trustee conceming Shavolian; and pursuing Hazak Assocs on true-up distribution 10/01/15 DIM Telephone conference with Atty Martin re: additional issues discussed with Kay and Nader after ending conference call with him 10/07/45-DIM- “Review doeket i -in-Hezen- ME rors 10/08/15. DJIM--Draft-emails. to. Atty Geher re: proposed cooperation. agreement-and-sale-of award of {pes 10/08/15. DJM...Ressarch re; stay.of an-attormey.fee.award an appeal and need-te-appeat-award separately-from-judgment 10/09/15 DJM Draft emails to Atty Geher re: fee award against 241 Fifth and Hazak Assocs and lawsuit on guaranty (3x); email Atty Martin about taking a position on the trustee's threatened lawsuit against Shavolian on the guaranty 10/12/15 DJM Review partial settlement agreement and email Atty Geher re: objections to Beshmada liquidating trust suing Shavollan on guaranty; exchange emails with Atty Martin re: same 4403/45 D dt Research re-Afra-proof-of-claim.and-email Atty. Hix.re:-same 4/08/46 DIM--Review-Beshmada-compromise.-motion-and-emait-Atty- Martin re..same 4/14/16 DJM Review draft of opposition to Hazak compromise motion and email Atty Martin re: same 4/16/16 DJM Review Atty Geher's letter re: settlement with Hazak and draft email to Atty Martin re: proposed changes to opposition io trustee's compromise motion; follow-up email email to Attys Martin and Cohen re: potential overbid by Nader-Sisko DISBURSEMENTS MADE FOR YOUR ACCOUNT, FOR WHICH BILLS HAVE NOT YET BEEN RECEIVED WILL APPEAR ON A LATER STATEMENT 7/08/16 246790 Herd B15) 3 144.60 3 144.60 1.2 578.40 3 144.60 1.0 482.00 7 337.40 1.0 482.00 14 674.80 4 192.80 4 192.80 5 241.00 7 337.40 2 96.40 Drm 640) ems Sato 2 OBA. Boome Bd 8 385.60 1.4 674.80 4 192.80 1.2 578.40 File HO Number NDM _Date Atty. 4/18/16 DIM 4/18/16 DJM 4/25/16 DJM 4/25/16 DIM 4/25/16 DIM 4/27/16 DIM 4/27/16 DIM 4/28/16 DJM 4/28/16 DJM 4/29/16 DJM 4/29/16 DIM 4/29/16 DIM 5/03/16 DJM 5/03/16 DJM 5/03/16 DIM 5/03/16 DJM 5/04/16 DIM 5/05/16 DM 5/05/16 DJM 5/11/16 DJM 5/11/16 DJM 5/13/16 DJM 5/16/16 DJM 5/16/16 DJM 5/16/16 DJM 5/17/16 DIM 5/1716 DIM 5/17/16 DIM 5/19/16 DIM 5/23/16 DJM 5/24/16 DIM 5/26/16-DJM 5/25/16 DIM 5/26/16 DJM 5/26/16 DIM 5/26/16 DIM HILL, FARRER & BURRILL LLP A LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS ATTORNEYS AT LAW ONE CALIFORNIA PLAZA 300 SOUTH GRAND AVENUE - 37TH FLOOR LOS ANGELES, CALIFORNIA 90071-3147 TELEPHONE (213) 620-0460 - FAX (213) 624-4840 tp/iwww hillfarrer.com IRS # 95.2153880 374-4 Nader Hakakian 7/08/16 R. Todd Nellson Trustee v. Nadar & Sons, LLC et al 246790 Page 2 Description of Services Rendered Hours Amount Draft emails to Attys Martin and Cohen re: potential overbid 2 96.40 Draft email to Atty Geher re: possible overbid 3 144.60 Conference with Atty Martin re; opposition to Beshmada compromise motion 3 144.60 Telephone conference with Atty Kreis with Atty Martin re: opposing Beshmada compromise motion B 289.20 Draft and revise supplemental opposition to Beshmada compromise motion 3.8 1,831.60 Telephone conference with Atty Kreis re: opposing Beshmada trustee's settlement motion 2 96.40 Draft email to Attys Cohen and Martin re: motion to vacate fee award 2 96.40 Draft and revise motion to vacate Sept 22, 2015 fee and cost order in Beshmada case and DJM declaration 5.0 2,410.00 Revise motion to vacate fee/cost order to incorporate Atty Cohen's suggestions and other changes 1.0 482.00 Revise and finalize motion to vacate fee/cost order 5 241.00 Draft emergency motion to continue hearing on Beshmada trustee's compromise motion and DJM declaration 2.0 964.00 Draft order granting emergency motion to continue hearing and related notice of lodgment 4 192.80 Prepare for hearing on compromise motion in Beshmada case 1.0 482.00 Attend hearing on compromise motion in Beshmada case; conf with Atty Martin re: hearing 2.3 1,108.60 Draft email to clients re: May 3rd hearing on compromise motion in Beshmada case 4 192.80 Review objection to Nader-Sisko claim in Namvar case and email clients re: same (2x) 2 96.40 Draft email to clients re: modification if settlement agreement with Beshmada trustee 2 96.40 Telephone conference with Kay Hakakian re: offer to Beshmada trustee A 48.20 Draft proposal to Beshmada trustee to acquire Fee/Cost award and telephone conf with Atty Geher re: same 6 289.20 Telephone conference with Atty Geher re: settlement with Shavolian 3 144.60 Draft email to clients re: call with Atty Geher and alternatives in opposing settlement in Beshmada case 3 144.60 Draft email to clients re: Beshmada case and objection to claim in Namco case A 48.20 Telephone conference with Atty Geher re: status of Beshmada settlement 3 144.60 Draft email to clients re: status of Beshmada settlement and overbid 3 144.60 Draft status report to Court re: Beshmada settlement; email to clients 1.6 771.20 Revise status report on Behsmada settlement 2 96.40 Telephone conference with Nader and Kay Hakakian re: objecting to Beshmada settlement and not overbidding 2 96.40 Revise status report to court re: Nader-Sisko's proposed limitations on Beshmada settlement 4 192.80 Draft email to Atty Cawifield re: resolving wording of order prior to hearing 3 144.60 No Charge: draft follow up email on resolving proposed language limiting settlement % | Attend continued hearing on Beshmada compromise motion 2.7 1,301.40 -..Draft.amended. proof.of claim. to. comply. with. stipulation rms $86.40. Review and revise proposed order on Beshmada settlement; email clients and Attys Martin and Cohen re: same 8 289.20 Draft draft emails to Attys Martin and Cohen re: modifications to proposed order 4 192.80 Telephone conference with Atty Geher re: proposed changes to order 2 96.40 Draft emails to Shavolian's counsel re; modifications to proposed order (2x) 6 289.20 DISBURSEMENTS MADE FOR YOUR ACCOUNT. FOR WHICH BILLS HAVE NOT YET BEEN RECEIVED WILL APPEAR ON A LATER STATEMENT HILL, FARRER & BURRILL LLP A LIMITED LIABILITY PARTNERSHIP INGLUDING PROFESSIONAL CORPORATIONS ATTORNEYS AT LAW ONE CALIFORNIA PLAZA 300 SOUTH GRAND AVENUE - 37TH FLOOR LOS ANGELES, CALIFORNIA 90071-3147 TELEPHONE (213) 620-0460 - FAX (213) 624-4840 ttp://www hilifarrer.com IRS # 95.2153880 File H0374-4 Nader Hakakian 7/08/16 Number R. Todd Neilson Trustee v. Nadar & Sons, LLC et al 246790 NDM Page 3 Date Atty Description of Services Rendered Hours _ Amount 5/31/16 DJM Draft joint status report for hearing on Beshmada settlement and email to Attys Geher and Kerendian 1.8 867.60 5/31/16 DJM Revise joint status report and email to opposing counsel 4 192.80 5/31/16 DJM Revise joint status report (second and third time); e-mail to opposing counsel; e-file with Court 8 385.60 6/02/16 DJM Draft email to Attys Kerendian and Geher re: issues to discuss on order 4 192.80 6/02/16 DJM Telephone conference with Atty Geher re: suggested modifications of order on Beshmada settlement (2x) 5 241.00 6/03/16 DJM Telephone conference with Attys Geher and Kerendian re: modifications to proposed order on Beshmada settlement ) .6 289.20 6/03/16 DJM Draft email to Attys Geher and Kerendian re: further revisions to proposed order 2 96.40 6/03/16 DJM Draft emails to clients and Attys Martin and Cohen re: negotiated order 3 144.60 6/06/16 -BJIM--Research.lnvelvement of Jack Rochel as creditor in Namco.and-Namvar cases art omail-Kay Hakakfar re: same” Bsn B34, O06 6/06/16 DJM Draft email to Attys Geher and Kerendian re: approval of order; review revised order and email signed copy 2 96.40 6/07/16 DJM Attend hearing on Beshmada settlement mation 2.0 964.00 Effective Recap of Services Hours Rate Fees Daniel J. McCarthy Partner 50.6 482.00 24,389.20 A No Charge Total 50.7 24,389.20 Total Fees 24,389.20 Current Charges $ 24,389.20 ef 7 tb SC oy / ai 6 as Hepa ass : DISBURSEMENTS MADE FOR YOUR ACCOUNT. FOR WHICH BILLS HAVE NOT YET BEEN RECEIVED WILL APPEAR ON A LATER STATEMENT HILL, FARRER & BURRILL Lip A LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS ATTORNEYS AT LAW ONE CALIFORNIA PLAZA 300 SOUTH GRAND AVENUE - 37TH FLOOR LOS ANGELES, CALIFORNIA 90071-3147 TELEPHONE (213) 620-0460 - FAX (213) 624-4840 tp: {www hillfarrer.com IRS # 95.2153880 File H0374-4 Nader Hakakian 8/1817 Number R. Todd Neilson Trustee v. Nadar & Sons, LLC et al 253465 NDM Page 1 Date Atty Description of Services Rendered ~ Hours Amount 7/14/17 DIM Telephone conference with Atty Martin re: potential motion to interpret and enforce Bankruptcy Court Order and motion for OSC re: contempt 3 144.60 7/17/17 DJM Telephone conference with Attys Martin and Cohen and Mr, Hakakian re: possible motion to interpret and enforce Judge Russell's order 3 144.60 Date Description of Disbursement CL - ) BB } CheckNo Amount ~ 7/25/17 UPS UPS - United Parcel Service; Luke Goetz - Laguna Niguel, CA (6/13/17) 204456 20.62 : Effective - Recap of Services . . _Hours Rate Fees Daniel J. McCarthy 6 482.00 288.20 .6 ¢ 20 Total Fees 289.20 Total Disbursements 20.62 Current Charges $ 300.82 DISBURSEMENTS MADE FOR YOUR ACCOUNT FOR WHICH BILLS HAVE NQT YET BEEN RECEIVED WiLL APPEAR ON A LATER STATEMENT EXHIBIT 2 PREBILL Hill, Farrer & Burrill LLP 8/21/2017 8:38:29 AM mir HFB-Acctng2/HFBData H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) page: OD 8/21/17 ! v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbs: 0/00/00 - 8/21/17 Tag: YES Bill Atty: NDM Date Timekeeper WrkCd Description Hours Rate Amount WIP Seq.# Action 9/14/11 NDM R Review Client documents re: new matter 1.20 425.00 510.00 18,969,080 WO HD TFR 9/23/11 NDM WO Worked on demand letter 1.00 425.00 425.00 18,969,360 WO HD TFR 10/04/11 NDM Follow up re: expert 20 425.00 85.00 19,010,960 WO HD TFR 10/06/11 NDM WO Worked on Demand letter (review of all agreements) 2.50 425.00 1,062.50 19,011,070 WO HD TFR 11/11/11 NDM R Review File to prep for conference call 2.00 425.00 850.00 19,110,130 WO HD TFR 11/15/11 NDM Conference Call with Clients 1.00 425.00 425.00 19,110,230 WO HD TFR 11/18/11 NDM Conference call with Nader, Kay, and New York Counsel .80 425.00 340.00 19,110,320 WO HD TFR 12/14/11 NDM RF Review file re: conference call and conference call .80 425.00 340.00 19,163,160 WO HD TFR 2102/12 NDM NC No Charge: Review Opp and other docs 4.00 19,327,080 WO HD TFR 2/06/12 NDM NC No Charge: Worked on Complaint 2.00 19,327,140 WO HD TFR 2/10/12 NDM NC No Charge: Telephone conference with clients .20 19,327,370 WO HD TFR 5/08/12 NDM WO Worked on Opposition to Demurrer and Motion to Strike 2.50 425.00 1,062.50 19,536,520 WO HD TFR 7/06/12 NDM P Prepare for and appear re: motions 2.50 425.00 1,062.50 19,663,150 WO HD TFR 8/11/12 NDM Prepare status report 1.00 425.00 425.00 19,762,360 WO HD TFR 8/11/12 NDM Worked on closing argument 1.00 425.00 425.00 19,762,370 WO HD TFR 11/26/12 NDM WO Worked on discovery responses 2.00 425.00 850.00 19,963,200 WO HD TFR 11/2712 NDM TC Telephone conference with Huskey, Kay and Sean's offer 40 425.00 170.00 19,963,250 WO HD TFR 11/28/12 CJH2 CJH P Prepare Prepare for defendants’ ex parte application to continue trial. 40 330.00 132.00 19,955,740 WO HD TFR 11/29/12 CJH2 CJH AO Analysis of Analysis of ex parte application to continue trial; worked on opposition to same. 1.60 330.00 528.00 19,955,830 WO HD TFR 11/30/12 CJH2 CJH WO Worked on Worked on and finalize opposition to ex parte application to continue trial; telephone conference with Mr. Martin re same. .70 330.00 231.00 19,955,860 WO HD TFR 11/30/12 CJH2 CJH P Prepare Prepare for and attend hearing on ex parte application to continue trial. 2.50 330.00 825.00 19,955,870 WO HD TFR 12/03/12 CJH2 CJH DT Draft Draft notice of ruling re: ex parte application to continue trial. 10 330.00 33.00 20,006,110 WO HD TFR 12/07/12 NDM P Prepare responses to discovery 1.00 425.00 425.00 20,030,090 WO HD TFR 12/18/12 GKP3 GKP LR Legal research re: service by e-filing. 30 270.00 81.00 20,039,640 WOHDTFR 12/19/12 NDM R Review new motions 60 425.00 255.00 20,030,340 WO HD TFR PREBILL Hill, Farrer & Burrill LLP 8/21/2017 8:38:30 AM mir HFB-Acctng2/HFBData Page: 2- 2 H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) Fees: 0/00/00 - 8/21/17 v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbs: 0/00/00 - 8/21/17 Tag: YES BIll Atty: NDM Date Timekeeper WrkCd Description Hours Rate Amount WIP Seq.# Action 1/03/13 NDM WO Worked on Opposition to Motion to Dismiss 7.50 425.00 3,187.50 20,105,010 WO HD TFR 1/08/13 NDM P Prepare response to meet and confer letter 60 425.00 255.00 20,105,270 WO HD TFR 1/10/13 NDM P Prepare supplemental responses to discovery 1.00 425.00 425.00 20,105,400 WO HD TFR 1/23/13 NDM P Prepare for hearing. Telephone conference with David Cooper re: same 1.00 425.00 425.00 20,105,810 WO HD TFR 1/24/13 NDM Appear re: status conference 1.00 425.00 425.00 20,105,860 WO HD TFR 2/08/13 NDM P Prepare for and argue Motions and telephone conference with client re same 4.00 425.00 1,700.00 20,117,830 WO HD TFR 2/12/13 NDM TC Telephone conference with re: Shavolian case 40 425.00 170.00 20,135,990 WO HD TFR 2/18/13 NDM WO Worked on Motion for Reconsideration 2.50 425.00 1,062.50 20,136,170 WO HD TFR 2/19/13 NDM Conference call 20 425.00 85.00 20,136,200 WO HD TFR 2/2113 NDM WO Worked on Motion for Reconsideration 1.50 425.00 637.50 20,155,930 WO HD TFR 3/19/13 NDM P Prepare reply brief re: motion to reconsider 2.00 425.00 850.00 20,214,670 WOHDTFR 4/15/13 NDM WO Worked on Appeal Record 70 425.00 297.50 20,281,140 WO HD TFR 4/30/13 NDM R Review Motion to set aside settlement 1.00 425.00 425.00 20,292,340 WO HD TFR 6/10/13 NDM WO Worked on Appeal .90 425.00 382.50 20,431,280 WO HD TFR 6/17/13 NDM WO Worked on Appeal 3.00 425.00 1,275.00 20,431,580 WO HD TFR 6/18/13 NDM WO Worked on Appeal 2.50 425.00 1,062.50 20,431,680 WO HD TFR 6/19/13 NDM WO Worked on Appeal 2.60 425.00 1,105.00 20,431,750 WO HD TFR 6/21/13 NDM wo Worked on Opening Brief 5.50 425.00 2,337.50 20,431,890 WO HD TFR 6/28/13 NDM WO Worked on Appeal Brief 2.50 425.00 1,062.50 20,432,080 WO HD TFR 7/15/13 NDM TC Telephone conference with Court of Appeal re: Motion to Dismiss 10 425.00 42.50 20,501,590 WO HD TFR 7/15/13 NDM WO Worked on Opposition to Motion to Dismiss 2.00 425.00 850.00 20,501,600 WO HD TFR 9/25/13 JBB3 JBB Attention to status conference 30 275.00 82.50 20,627,900 WO HD TFR 10/03/13 NDM WO Worked on Respondent's Brief 2.00 425.00 850.00 20,683,090 WO HD TFR 10/04/13 NDM WO Worked on Reply 2.50 425.00 1,062.50 20,683,120 WO HD TFR 12/16/13 NDM P Prepare for appeal argument 400 425.00 1,700.00 20,816,000 WO HD TFR 12/17/13 NDM Appear re: oral argument 400 425.00 1,700.00 20,816,030 WO HD TFR 117/14 NDM TC Telephone conference with Clients 50 425.00 212.50 20,877,650 WO HD TFR 2/03/14 NDM Conference call with clients and New York counsel 1.00 425.00 425.00 20,921,330 WO HD TFR Hill, Farrer & Burrill LLP PREBILL 8/21/2017 8:38:30 AM mir HFB-Acctng2/HFBData H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) page: HO 8/21/17 v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbs: 0/00/00 - 8/21/17 Tag: YES Bill Atty: NDM Date Timekeeper WrkCd Description Hours Rate Amount WIP Seq.# Action 2/03/14 NDM P Prepare Statement of Claim for Declaratory Relief .80 425.00 382.50 20,921,340 WO HD TFR 2/18/14 NDM | Follow up re: Assignment issues .60 425.00 255.00 20,921,820 WOHDTFR 2/19/14 NDM P Prepare E-mail to Meadows (at his request) re: new assignment 70 425.00 297.50 20,921,870 WO HD TFR 2/19/14 NDM TC Telephone conference with Levine re: same 10 425.00 42.50 20,921,880 WO HD TFR 3/11/14 NDM TC Telephone conference with David Meadows .20 425.00 85.00 20,968,010 WO HD TFR 3/24/14 NDM TC Telephone conference with Eric Levine re: filing action in New York 70 425.00 297.50 20,996,030 WO HD TFR 3/28/14 NDM Status Conference at Orange County Superior Court 1.00 425.00 425.00 20,996,170 WO HD TFR 5/27/14 NDM R Review motion to dismiss New York action 80 425.00 382.50 21,136,020 WO HD TFR 5/29/14 NDM Cc Conference call with Eric Levine 40 42500 170.00 21,136,100 WO HD TFR 6/10/14 NDM R Review Brief by Eric Levine 80 425.00 382.50 21,192,740 WO HD TFR 9/04/14 NDM R Review Bankruptcy Court Order 10 425.00 42.50 21,390,750 WO HD TFR 3/27/15 NDM TT Travel to and attend Case Management Conference 2.00 425.00 850.00 21,803,070 WOHDTFR 7/28/15 NDM TC Telephone conference with Jeremy Cohen in New York 20 425.00 85.00 22,047,930 WOHDTFR 9/24/15 NDM R Review Court order from New York 70 425.00 297.50 22,164,790 WO HD TFR 9/24/15 NDM LR Legal research Re New York law on finalizing of judgment 2.00 425.00 850.00 22,164,800 WO HD TFR 9/24/15 NDM WO Worked on ex parte application 1.50 425.00 637.50 22,164,810 WO HDTFR 9/29/15 NDM Appear re Ex Parte Application to set status conference and travel 2.50 425.00 1,062.50 22,198,370 WOHDTFR 10/01/15 NDM TC Telephone conference with clients 50 425.00 212.50 22,250,860 WO HD TFR 10/01/15 NDM Follow up re bankruptcy issues .60 425.00 255.00 22,250,870 WO HD TFR 10/02/15 NDM Meet and confer re discovery dispute 30 425.00 127.50 22,250,960 WO HD TFR 10/07/15 NDM Attend to issues re Hazan bankruptcy 80 425.00 382.50 22,251,080 WO HD TFR 10/15/15 NDM P Prepare CMC Statement 1.00 425.00 425.00 22,251,250 WO HD TFR 10/30/15 NDM Appear at Case Management Conference 250 425.00 1,062.50 22,251,550 WO HD TFR 11/16/15 NDM DC Draft demand letter with New York counsel 50 425.00 212.50 22,304,730 WO HD TFR 12/01/15 NDM P Prepare response to supplemental brief 1.00 425.00 425.00 22,378,760 WO HD TFR 12/02/15 NDM R Review documents 50 425.00 212.50 22,378,800 WO HD TFR 12/17/15 NDM Appear re demurrer and status conference 2.00 425.00 850.00 22,379,290 WO HD TFR 1/07/16 NDM WO Worked on Motion for Summary Judgment outline 70 425.00 297.50 22,406,220 WO HD TFR 1/12/16 NDM Follow up re answer to complaint with defendant's attorneys .60. 425.00 255.00 22,406,350 WO HD TFR PREBILL Hill, Farrer & Burrill LLP 8/21/2017 8:38:30 AM mir HFB-Accing2/HFBData Page: 4- 4 H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) Fees: 0/00/00 - 8/21/17 v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbs: 0/00/00 - 8/21/17 Tag: YES Bill Atty: NDM Date Timekeeper WrkCd Description Hours Rate Amount WIP Seq.# Action 2/20/16 NDM WO Worked on revisions to Motion for Summary Judgment 1.50 425.00 637.50 22,483,940 WO HD TFR 3/08/16 NDM WO Worked on opposition to Motion to Stay 6.00 425.00 2,550.00 22,541,090 WO HD TFR 3/09/16 NDM RV Revise oppositions 1.00 425.00 425.00 22,541,140 WOHD TFR 3/15/16 NDM R Review New York Motion for Summary Judgment on res judicata 60 425.00 255.00 22,541,290 WO HD TFR 3/25/16 NDM Appear and argue motion to stay 3.00 425.00 1,275.00 22,541,440 WOHDTFR 4/11/16 NDM R Review fee motion to settle with Hazak 1.50 425.00 637.50 22,618,020 WOHDTFR 4/12/16 NDM R Review Motion to Compromise Bankruptcy Claim 1.00 425.00 425.00 22,618,060 WO HD TFR 4/12/16 NDM TC Telephone conference with New York counsel .20 425.00 85.00 22,618,070 WOHDTFR 4/12/16 NDM P Prepare letter to trustee 20 425.00 85.00 22,618,080 WO HD TFR 4/12/16 NDM LR Legal research re motion to object 1.50 425.00 637.50 22,618,090 WOHDTFR 4/13/16 NDM R Review ISK records re opposition to fee motion 2.00 425.00 850.00 22,618,190 WOHDTER 4/13/16 NDM WO Worked on opposition to fee motion 2.00 425.00 850.00 22,618,200 WO HD TFR 4/14/16 NDM WO Worked on opposition 2.00 425.00 850.00 22,618,230 WOHDTFR 4/15/16 NDM WO Worked on opposition to settlement 3.00 425.00 1,275.00 22,618,280 WO HD TFR 4/18/16 JTB3 JTB Research on merger of security interest and ownership interest; research on expiration of UCC financing statements; drafted summary of the same. 6.80 300.00 2,040.00 22,594,850 WO HD TFR 4/18/16 NDM R Review trustee's papers; telephone conference with counsel; legal research re security interest 2.00 425.00 850.00 22,618,340 WO HD TFR 4/19/16 NDM WO Worked on objection to bankruptcy settlement 2.50 425.00 1,062.50 22,618,370 WOHDTFR 4/20/16 NDM TC Telephone conference with John Vivies .60 425.00 255.00 22,618,390 WO HD TFR 4/22/16 NDM TC Telephone conference with John Levis re bankruptcy issues 1.00 425.00 425.00 22,618,480 WO HD TFR 5/13/16 NDM Attend to issues re Beshmada settlement with Trustee 60 425.00 255.00 22,684,560 WO HDTFR 5/26/16 NDM R Review proposed bankruptcy order 50 425.00 212.50 22,684,920 WO HD TFR 6/04/16 NDM R Review e-mail from Jeremy Cohen 20 425.00 85.00 22,715,630 WO HD TFR 6/05/16 NDM WO Worked on revisions to bankruptcy court order .60 425.00 255.00 22,715,650 WO HD TFR 11/03/16 NDM R Review appellate brief 1.00 425.00 425.00 23,061,590 WO HD TFR 41717 NDM R Review decision from Court of Appeal and conference call with clients 1.00 425.00 425.00 23,377,310 WOHDTFR 4/18/17 NDM Cc Conference call with New York counsel .60 425.00 255.00 23,377,330 WOHDTFR PREBILL Hill, Farrer & Burrill LLP 8/21/2017 8:38:31 AM mir HFB-Acctng2/HFBData H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) re - 8/21/17 v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbs: 0/00/00 - 8/21/17 Tag: YES Bill Atty: NDM Date Timekeeper WrkCd Description Hours Rate Amount WIP Seq.# Action 4/2217 NDM WO Worked on new Motion for Summary Judgment 450 425.00 1,912.50 23,377,380 WO HD TFR 4/24/17 NDM P Prepare Ex Parte Notice 10 425.00 42.50 23,377,390 WO HD TFR 4/24/17 NDM WO Worked on Separate Statement for new Motion for Summary Judgment 2.00 425.00 850.00 23,377,400 WO HD TFR 4/25/17 NDM Appear re Ex Parte 2.00 425.00 850.00 23,377,420 WO HD TFR 4/25/17 NDM WO Worked on Motion for Summary Judgment 6.00 425.00 2,550.00 23,377,430 WO HD TFR 4/26/17 NDM Finalize Motion for Summary Judgment 1.50 425.00 637.50 23,377,440 WOHDTFR 517117 NDM RV Revise ex parte 1.50 425.00 637.50 23,440,150 WO HD TFR 6/14/17 NDM WO Worked on outline of opposition to motion for judgment on the pleadings 7.00 425.00 2,975.00 23,495,070 WO HD TFR 6/15/17 NDM WO Worked on opposition to motion for judgment on the pleadings 8.00 425.00 3,400.00 23,495,080 WO HD TFR 6/16/17 NDM Add additional arguments re other judgment based on PSA now final 2.50 425.00 1,062.50 23,495,090 WO HD TFR 6/21/17 NDM R Review request by Beshmada 1.00 425.00 425.00 23,529,500 WO HD TFR 6/22/17 NDM P Prepare response to request to intervene 1.00 425.00 425.00 23,529,520 WO HD TFR 6/22/17 NDM C Conference call with client re same .30 425.00 127.50 23,529,530 WO HD TFR 6/23/17 DIM TC Telephone conference with Atty Martin and Kay Hakakian re: complaint in intervention and Judge Russell's jurisdiction .30 650.00 195.00 23,537,170 WO HD TFR 6/26/17 NDM R Review reply brief 1.00 425.00 425.00 23,529,560 WO HD TFR 6/2717 NDM WO Worked on responses to supplemental discovery 3.00 425.00 1,275.00 23,529,580 WO HD TFR 6/30/17 NDM P Prepare for and appear re motion for judgment on the pleadings 2.50 425.00 1,062.50 23,529,640 WO HD TFR 7114/17 NDM P Prepare for and argue motion for summary judgment 3.50 425.00 1,487.50 23,564,220 WO HD TFR T1717 NDM R Review Order 20 425.00 85.00 23,564,240 WO HD TFR M1717 NDM lo Conference call with client 20 425.00 85.00 23,564,250 WO HD TFR 717/17 NDM P Prepare judgment .50 425.00 212.50 23,564,260 WO HD TFR 207.10 84,005.00 Billable Date DsbCd Description Check No Units Rate Amount WIP Seq.# Action 8/03/17 3 Duplication: sap © 7.00 .20 1.40 23,697,270 WO HD TFR 1.40 Billable PREBILL Hill, Farrer & Burrill LLP H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbursements by Type: 3 Duplication 8/21/2017 8:38:31 AM 7.00 20 mir 1.40 1.40 HFB-Acctng2/HFBData Page: 6- 6 Fees: 0/00/00 - 8/21/17 Disbs: 0/00/00 - 8/21/17 Tag: YES Bill Atty: NDM WO HD TFR PREBILL Hill, Farrer & Burrill LLP 8/21/2017 8:38:31 AM mir HFB-Acctng2/HFBData Page: 7- 7 H0374-5 Nader Hakakian (Hakakian, Nader; Kay Hakakian) Fees: 0/00/00 - 8/21/17 v. Jack Hazan, Dan Shavolian, Hazak Associates LLC Disbs: 0/00/00 - 8/21/17 Matter Type: Contingency Tag: YES Bill Atty: NDM Neil D. Martin Work in Process: Resp Atty: NDM Neil D. Martin Fees: 84,005.00 F BILLWO HD TFR Orig Atty: NDM Neil D. Martin Disbs: 1.40 D BILL WO HD TFR Billin . Address: 0001 Nader Hakakian ~ Total: 84,006.40 B BILL WO HD TFR Domus Design Center AR Balance: 909.69 181 Madison Avenue New York, NY 10016 SUSHenss 00 Attn: Contact: Nader Hakakian Last Bill: 8/18/17 Fees: .00 Disb: 909.69 Phone: 212-685-0800 X16 Fax: Year-to-Date Fees Disb. Total -Mail: or : . ! ; i Billings: .00 2,053.14 2,053.14 Rate ID: HO0374 Disb ID: Bill Format: BM AJR Write-offs: 00 00 00 Lifes! : Opened: 9/19/11 WIP Variance: 00 00 00 Dept. LITG Litigation Close Memo: Cash Receipts: .00 1,143.45 1,143.45 Practice: 3000 LIT LITIGATION Closed: 5 . . Life-to-Date Bill Freq: Monthly Net Billings: 00 7,861.26. 7,861.26 . . T Billings: Billing Instructions: ) Psu 0 o 0 CONTINGENCY MATTER; Separate matter with NDM's approval. WIP Variance: 00 00 00 Cash Receipts: .00 6,951.57 6,951.57 Client Billing Instructions: Billing rate: NDM - 425.00; cc invoice to Kay Hakakian 5/17/2011 (002,003,004); address changed 4/4/2017; address was put back to 181 Madison 4/4/17 Fee Agreement-Y/N Y-signed Fee Agreement Date: 09/19/2011 Timekeepers Class Last Time Hours File Rate Eff Rate Fees Action/Adj Bill CJH2 * Clayton J. Hix Partner 7131117 5.30 425.00 330.00 1,749.00 WO HD TFR NDM * Neil D. Martin Partner M717 194.10 425.00 411.42 79,857.50 WOHDTFR DIM * Daniel J. McCarthy Partner 8/17/17 .30 650.00 650.00 195.00 WOHDTFR JBB3 * Jeffrey Bell Associate 1 12/31/14 .30 285.00 275.00 82.50 WOHDTFR JTB3 * Jamie T. Bowles Associate 1 8/18/17 6.80 325.00 300.00 2,040.00 WOHDTFR GKP3 * GrantK. Peto Associate 1 11/07/13 .30 285.00 270.00 81.00 WOHDTFR * = Missing Time in period 207.10 84,005.00 PREBILL Hill, Farrer & Burrill LLP H0374-5 Copies sent to: Kay Khosro Hakakian 32 Evans Drive Glen Head, NY 11545 Nader Hakakian (Hakakian, Nader; Kay Hakakian) v. Jack Hazan, Dan Shavolian, Hazak Associates LLC 8/21/2017 8:38:31 AM mir HFB-Acctng2/HFBData Page: 8- 8 Fees: 0/00/00 - 8/21/17 Disbs: 0/00/00 - 8/21/17 Tag: YES Bill Atty: NDM EXHIBIT 3 Date: 07/18/2017 Client ID 16730.001 Nader - Sisko ko Cllent 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 Trans Date 01/30/2014 01/31/2014 01/31/2014 02/03/2014 m s 0 2a H Check Tmkr P Number >» > > > Wolf Haldenstein Adler Freeman & Herz LLP Tcode/ Task Code 499 499 499 499 499 498 Detail Transaction File List Stmt # Rate o n O Q o o o o [S R] Hours to Bll o A o 0.50 0.20 1.00 0.10 1.20 Amount 280.00 101.00 505.00 56.00 672.00 Ref # Conversation with EBL re "true up” Reviewed decision in California case; telephone cali with Nader re negotiating with Shavolian; conference with MCS re analysis of merits of true-up claim > > xT Q Q T E Reviewed documents re "true up” ARCH Reviewed documents; assignment of ARCH frue-up Analysis of "true up" stipulation with MCS ARCH Prepared for and participated in ARCH conference telephone call with Neil, Kay, Nader, MCS re true-up assignment and strategy re same Tuesday 07/18/2017 10:40 am Date: 07/18/2017 Detail Transaction File List Page: 28 Wolf Haldenstein Adler Freeman & Herz LLP Trans H Check Tcode/ Stmt# Hours Cllent Date Tmkr P Number Task Code Rate to BIN Amount Ref # Client ID 16730.001 Nader - Sisko 16730.001 02/03/2014 MCS A 499 5085.00 1.00 505.00 Prep for and conference call re true-up ARCH 16730.001 02/04/2014 EBL A 499 560.00 0.30 168.00 Drafted talking points for calling Castro ARCH and sent to client; telephone call with Castrore same 16730.001 02/04/2014 MCS A 499 505.00 0.20 101.00 Emails re assignment of true-up ARCH 16730.001 02/24/2014 EBL A 499 560.00 1.00 560.00 Reviewed California papers and analysis ARCH for declaratory judgment action in NY; - Ba email lo clients re same EEE EEE En EB [| = ARCH 16730.001 03/13/2014 EBL A 499 560.00 0.10 56.00 Telephone call to court re adjournment of ARCH conference 16730.001 03/24/2014 EBL A 499 560.00 5.00 2,800.00 Drafted complaint in declaratory judgment ARCH action against Hazak in aid of California action; conference with MCS re issues regarding same; telephone call with Martin, Kay, Nader, MCS re same 16730.001 03/24/2014 MCS A 499 505.00 2.60 1,313.00 Reviewed court decision, operating ARCH agreement, partial settlement; conversation with EBL; conference call with client re NY declaratory judgment actlon and trus-up i osm pm Ji | EE B= ARCH 16730.001 03/25/2014 EBL A 499 560.00 4.00 2,240.00 Fifth Ave, DJ Action - finabzed complaint ARCH and arranged for filing of summons and complaint; Hazak ll - drafted response to document request and arranged service thereof; drafted letter to Justice Wright for reassignment 16730,001 03/25/2014 AAM A 499 425.00 0.80 340.00 Email and phone w/ EBL re: commercial ARCH division assignment; research and phone calls lo court re: same EE EE EE = EEE = ARCH 16730.001 03/26/2014 EBL A 499 560.00 0.30 168.00 Finalized letler to Wright re reassignment ARCH of Hazak I! 16730.001 04/28/2014 EBL A 499 560.00 0.20 112.00 Arranged for telephonic conference before ARCH court EE EE EE = i | Bl ARGH 16730.001 05/01/2014 MCS A 499 505.00 0.90 454.50 Conversation with EBL; smalls; reviewed ARCH appeal EEE EE El BE = B= ARCH 16730.001 05/02/2014 MCS A 499 505.00 1.50 757.50 Reviewsd brigls, nmails; conversations ARCH with EBL EEE mmm EE nm BER =a ARCH EES a a mu EE BE ARCH EEE EE = mu i | B= ARCH EE TEE - = =m ARGH 16730.001 05/22/2014 EBL A 489 560.00 1.00 560.00 Initial review of motion by Hazak to ARCH discuss declaratory judgment action 16730.001 05/23/2014 MCS A 499 ~~ 505.00 1.90 959.50 Reviewed brief, emails ARCH 16730.001 05/23/2014 EBL A 499 560.00 5.50 3,080.00 Review and analysis of Hazak motion ARCH papers on motion to dismiss; initial notes; telephone call with MCS re same and analysis; telephone call with clients re strategy re same, lelephone call with Castro re scheduling; draft stipulation and sent same to Castro 16730.001 - 05/25/2014 EBL A 498 560.00 2.50 1,400.00 Draft affidavit on motion to dismiss ARCH declaratory judgment action against Hazak 16730.001 05/26/2014 MCS A 499 505.00 0.10 50.50 Emails re True Up ARCH gy ce ve Mh SSE . sy 4 55 38 - = sa 4 Tuesday OTA@20T7 aE Date; 07/18/2017 Trans Cllent Date Client ID 16730.001 Nader - Sisko 16730.001 05/26/2014 16730,001 05/27/2014 16730.001 05/27/2014 16730.001 05/27/2014 16730.001 05/28/2014 16730.001 05/29/2014 16730.001 05/29/2014 16730.001 06/05/2014 16730.001 06/05/2014 16730.001 06/06/2014 16730.001 06/06/2014 16730.001 06/08/2014 16730.001 06/09/2014 16730.001 06/09/2014 16730.001 06/10/2014 16730.001 06/10/2014 16730.001 06/11/2014 16730.001 06/13/2014 16730.001 06/13/2014 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 06/17/2014 06/17/2014 06/17/2014 06/18/2014 06/18/2014 06/18/2014 06/19/2014 H Check Tmkr P Number EBL A MCS A LAS A EBL > MCS MCs EBL MCS > » 2 > 2 r > EBL MCS > EBL A EBL A EBL A MCS MCS > > EBL A EBL A EBL A EBL A MCS A EBL A HZ A EBL A JAC A HZ A Wolf Haldenstein Adler Freeman & Herz LLP Tcode/ Task Code 499 499 499 499 499 499 499 499 499 499 499 499 499 498 499 499 499 499 499 499 499 499 499 499 498 Detail Transaction File List Stmt# Rate 560.00 505.00 475.00 560.00 505.00 505.00 560.00 506.00 560.00 505.00 560.00 560.00 560.00 505.00 505.00 560.00 560.00 560.00 560.00 505.00 560.00 210.00 560.00 130.00 210.00 560.00 Hours to Bill 3.00 3.00 7.00 0.90 0.10 1.00 5.00 1.10 4.00 6.00 0.50 0.50 Amount 1,680.00 Calculation of true-up and email to client re same; continued drafting of affidavit on motion to dismiss declaratory judgment action against Hazak 1,615.00 Reviewed brief and supporting documents; conversation with EBL, AAM 47.50 Office conference with PP re mortgage search; memo to EBL, MCS 3,920.00 Conference with AAM and MCS re planning for response to Hazak motion to dismiss declaratory judgment action; continued drafting answering papers 454.50 Reviewed brief and affidavit 50.50 Reviewed affidavit; conversation with EBL 560.00 Conference with N. Martin, Kay, Nader re proving the fact of Hazak non-equalization 280.83 Conversation with EBL re affidavit and brief 2,224.41 Conference with MCS re motion to dismiss of declaratory judgment action; continued drafting of responsive papers 441.31 Conversation with EBL, AAM re declaratory judgment action 1,779.53 Conference with AAM and MCS re general overview of dispute; drafting of memorandum of law in opposition to Hazak motion to dismiss; conferences with MCS and AAM re same 2,668.29 Continued drafting of memo in opposition to motion to dismiss declaratory judgment action 3,336.62 Continued drafting of memo in opposition to motion to dismiss declaratory judgment action; additional research re same; drafted revisions to affidavit; revised draft letter to court on assignment of Sherwood 401.19 Reviewed brief and complaint; emails 722.14 Conversation with EBL re brief; emails; reviewed file; complaint 1,779.53 Continued drafting of affidavit and memorandum of law in opposition to Hazak motion; circulated drafts of same to N. Martin and clients 222.44 Reviewed decision sent by Martin re motlon to dismiss 222.44 Reply letter to court on transis of Hazak Il to Sherwood 222.44 Reply letter to court on transfer of Hazak || fo Sherwood Maoeting with EBL, AAM re Hazak I conference 444.88 Conference with MCS and AAM re prep to attend preliminary conference in Hazak I; conference with AAM re sams 200.20 Nader-Sisko v Shavolian Cite-check brief in opposition to mation to dismiss declaratory judgment action. 222.44 Conferences with AAM re his appearance al preliminary conference in Hazak Jl 103.28 Review Nader/ Sisko brief with H Zheng; review emails from EBL and AB; review TOA. 483.81 Nader-Siskov Shavolian Table of authorities and cite-check brief in opposition to motion to dismiss declaratory judgment action. 1.779.653 Drafted letter to Oing re consolidating declaratory judgment action with Hazak Il; Page: 29 Rel# ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH “Tuesday 07/18/2017 10:40 am Date; 07/18/2017 Client Client ID 16730,001 Nader - Sisko 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 16730.001 KO Trans Date 06/19/2014 06/20/2014 06/20/2014 06/25/2014 06/25/2014 06/26/2014 06/27/2014 06/27/2014 07/07/2014 07/09/2014 08/28/2014 08/28/2014 08/30/2014 09/02/2014 09/02/2014 09/18/2014 H Check Tmkr P Number HZ A m wo = > o > oO pg EBL A MCS A EBL A AAM A > = > Detail Transaction File List Wolf Haldenstein Adler Freeman & Herz LLP Tecode! Stmt # Hours TaskiGode io toBil 499 210.00 2,40 499 560.00 1.00 499 130.00 0.50 499 560.00 0.80 499 130.00 1.50 499 560.00 0.10 499 505.00 0.10 499 560.00 0.50 499 425.00 0.30 499 505.00 0.10 mn B= Ea 499 505.00 0.50 499 425.00 0.80 499 425.00 1.80 499 505.00 0.40 499 425.00 2.30 8 B= 8 8 Lo EB BB == B= = Ee Ba a B= Ea | = | E Y nn on E B o 499 Amount drafted Rule 19-a statement on motion to dismiss in declaratory judgment action; revised Hakakian affidavit and brief re same 400.39 Nader-Sisko v Shavolian Table of authorities and cite-check brief in opposition to motion to dismiss declaratory judgment action. 444.88 Revisions to memorandum of law on Hazak motion to dismiss 51.64 Email AM, EBL, AB; scan edits and TOA to EBL. 365.91 Conferonce telephone calls with clients and AAM re status and strategy; left word with Castro re settlement 154.91 Review cross-motion; assist with e-filing ; conf with DSW. 44.49 Drafted to do emall for AAM 40.12 Conversation with EBL re judgment enforcement 222.44 Conference with AAM; telephone call with Castro re settlement 127.50 Phone call and email w/ client re debt collection strategy; prep for court conference 50.50 Conversation with AAM re status of actions including bond 252.50 Conversation with EBL, AAM re court conference and foreclosure 340.00 Conf. w/ EBL and MCS re status conf, w/ court; prep. for same; phone cails w/ opposing counsel and court re same 765.00 Research action against Shavollan interest in DHD 202.00 Conversation with AAM re "prior action” and collection on Note 977.50 Conf. MCS re status conf. w/ court and DHD interest; review underlying pleadings and exhibits from prior actions; review Arkenman subrnissions 21250 Conf. w 5 and phone call w/ EBL re: Page: 30 Ref # ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH "Tuesday 07/18/2017 10:40 3m Date: 07/18/2017 Cllent Client ID 16730,001 Nader - Sisko axe ma ey ze DN oo D O M ; N N N N N w wd w w w oo Co S o o o © o o o S & S 5 5 3 a5 = S E S 16730.001 1673000 1G730.001 16730.001 16730.001 16730.001 16730.001 Trans Date H Check Tmkr P Number EES = EEE EE ERE CRE EE EE EE 11/06/2014 1111212014 11/13/2014 11/14/2014 11/14/2014 ee [| 112472014 PIE 12am 12/15/2014 12/16/2014 12/21/2014 12/22/2014 AAM A AAM A AAM A AAM A FTI A AAM A AAM A AAM A AAM A AAM A KD Tcode/ Task Code ge t W 0 © © © © 499 499 499 499 499 Stmt# Rate Ho on om o © 455.00 Detail Transaction File List Wolf Haldenstein Adler Freeman & Herz LLP Hours to Bill 0.40 5.60 4.40 Amount Email 1o lier re judgment 1,137.50 Prep for oral argument; review documents 364.00 Prep. for oral argument; phone call w/ court re adjournment of same; email lo opposing counsel re same 364.00 Respond to client email re judgment issues; research file re same 87.00 Conference with McDowell; taleconierence with 8, Schwantz. Review documents for discovery; analyze discovery demands; review documents for oral argument 500.50 Revlew documents for discovery; analyze discovery demands; review documents for ara argument 910.00 Review pleadings, motion papers and exhibits; prep. for oral argument 182.00 Prep. for oral argument 182.00 Prep. for oral argument 2,548.00 Prep. for oral argument; review and analyze files for various cases, legal arguments, and case law re same 2,002.00 Prep. for oral argument; review and analyze files for various cases, legal arguments, and case law re same; conf. w/ MCS and others re legal issues; correspondence w/ court re transcript and sohaduling; email to chant re status Page: 31 Ref # ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARGH ARCH ARCH ARCH ARCH ARCH ARCH ARGH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH Dale: 07/18/2017 Trans Date H Check Tmkr P Number Tecode/ Task Code Detail Transaction File List Wolf Haldenslein Adler Freeman & Herz LLP Stmt# Rate Hours to Bill Amount ’ Tuesday 07/18/2077 10:40am Dale: 07/18/2017 Trans Client Date Client ID 16730.001 Nader - Sisko 18730.001 03/05/2015 16730.001 03/06/2015 16730.001 03/07/2015 16730.001 03/08/2015 16730.001 03/09/2015 16730.001 03/09/2015 TETI00M DH102015 S a S E ) 3 9 w w © Oo oo o S S o S 2 2 1 oo o 5 5 s w N O N 3 oS 2 8 a om 10H730.001 KD GAM3I2NS 04/13/2015 04/14/2015 H Tmkr P AAM > AAM > 2 = > > » >» > 2 = > ‘I RN AE En Ru l AAM A Wolf Haldenstein Adler Freeman & Herz LLP Check Tcodef Number Task Code 498 499 499 488 499 499 oo © 9 Be © © Detail Transaction File List Stmt# Rate 455.00 455.00 455.00 HS om x Q oS 455.00 Hours to Bill nN 70 N w 2 o 2 o Amount 773.50 810.00 136.50 3,321.50 50.50 1,365.00 1,228.50 Prep. for oral argument; prep. for conf. w/ clients; conf. w/ MCS re true up issue NIC Prep. for conf. w/ clients; conf. w/ clients; email re same; phone call w/ EBL re argument Call w/ California counsel in preparation for oral argument Preparation for oral argument; read pleading and motions re related actions Conversation with AAM re true up Prep. exhibits for argument; call w/ court re adjournment; email w/ opposing counsel and client re same; call w/ Gellis re strategy; research issues re conversion to summary judgment motion Research re supplemental briefing issues; correspondence w/ client and co-counsel {3 Same 1,683.50 Prep. supplemental brief on True-Up issue; emall w/ client re collection strategy Email re accountant subpoena; review transcript from hearing; prep. correspondence to court; serve transcript; review partial satisfaction; research supplemental brief 1,001.00 773.50 412.00 1,274.00 Conf. w/ JAC re cases, prep. for same; file partial satisfaction of judgment Meeting w/ AAM to discuss case status. Research, draft, and file letters to court re Page: 33 Rel ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH 1231 ARCH Tuesday 07/18/2017 10:40 am Date: 07/18/2017 Client Client ID 16730.001 Nader - Sisko 16730.001 16730 001 16730,001 167.30.001 16730.001 16730.001 16730.001 16730.001 16730.001 HIT3(L001 16730.001 16730.001 16730.001 16730.001 16730.001 Trans Date 04/27/2015 VA2042015 52002016 < < > > Oo Oo >» I D0A2015 06/05/2015 06/08/2015 o S = Rn 3 S = I 07/09/2016 07/10/2015 07/10/2015 07114£2015 07717/2018 WZZM 07/28/2015 08/04/2015 09/22/2015 09/24/2015 09/25/2015 10/27/2015 H Tmkr P 5 5 Z oO O 2 > T > [3 > O > « > 1 k > Wolf Haldenstein Adler Freeman & Herz LLP Check Tcode! Number Task Code 499 B82 Fa 499 = 499 a BE 499 A489 499 a 499 449 554 #99 499 Ri 494 499 Detail Transaction File List +S on ol ‘ i o ov - wm o o «a a a Q < 515.00 350.00 Hours to Bll 5.00 on ~ N 5B £ 4 oo < wo S o w S Of [= 3 nN =a Q Q o o b o wo o NY ~ o Amount 2,275.00 Research, draft, revise and file supplemental reply affirmation; calls to court re discovery issue Rigview McOowelt briefs and binder of malarlals re SJ argument: prop for SJ, 1,030.00 1,442.00 Review SJ materials and prep for oral AQUITIRN. draft and revise reply re MTD; discuss same w/ client 824.00 review summary judgment papers; add'l research re standing 927.00 review key case docs; discuss issues w/ AAM,; prepare for argument Prop for True Up argqumen, 515.00 Conference call with court regarding discovery and NOI; review production. 525.00 EDD Processing-Conversion Services Images, Endorsement, converting and Loadingdocuments. 350.00 Created new case on Summation. Loaded, verified and made available additional data, In the database. 1,236.00 Prep for oral argument on True Up motion, 360.50 Prop for oral argument. 4,377.50 Prep tor oral argument and attend oral argument re: True Up; review and revise subpoenas to 241 lenders. 39.00 Para staffing re trans for JAC - call Court Reportar V Palombo, 154.50 Review and analyze teanseript of oral arcuiant 515.00 Aun to judgment and expediting. 1,287.50 Appear in court to expedite judgment, prepare supporting docs re judgment and discuss same w/ California counsel, 257.80 Prapare and file notice of entry 1,300.50 Review and analyze Hazak motion to reargue. Page: 34 Ref # ARCH ARCH 1241 1242 1244 1243 ARCH ARCH 1248 1249 ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH Tuesday 077182017 10°40 am Date: 07/18/2017 Trans Gllent Date Client ID 16730.001 Nader - Sisko 16730.001 10/30/2015 16730.001 11/02/2015 16730.001 11/03/2015 16730.001 11/04/2015 16730.001 11/05/2015 16730.001 11/06/2015 16730.001 11/10/2015 16730.001 11/11/2015 16730.001 11/19/2015 16730.001 12/17/2015 6730.00 (3282018 16730.001 03/29/2016 16730.001 04/11/2016 16730.001 04/11/2016 16730.001 04/12/2016 16730.001 04/13/2016 16730.001 04/14/2016 16730.001 04/15/2016 16730.001 04/18/2016 16730.001 04/18/2016 16730.001 04/19/2016 16730.001 04/28/2016 16730.001 05/03/2016 16730.001 05/04/2016 16730.001 05/26/2016 16730.001 06/03/2016 16730.001 06/23/2016 16730.001 06/23/2016 16730.001 06/24/2016 16730.001 06/24/2016 16730.001 07/25/2016 JAC HC JAC JAC JAC JAC JAC JAC JAC JAC JK JEG JAC JK H Check P Number > P T > 2 P > P >» > > > > >» > > T Wolf Haldenstein Adler Freeman & Herz LLP Tcode/ Task Code 499 499 499 499 499 499 499 H O D E m i l BP : &2 Ho © ©w 499 499 499 499 499 499 10 499 499 499 499 499 499 499 499 439 499 499 499 Detail Transaction File List 515.00 885.00 515.00 515.00 5156.00 600.00 600.00 600.00 600.00 130.00 120.00 285.00 130.00 120.00 Hours 2.20 2.90 2,20 3.30 1.20 0.80 0.80 0.50 3.00 Amount 1,133.00 3,399.00 1,854.00 463,50 618.00 618.00 156.00 360.50 515,00 265.50 480.00 240.00 1,957.00 130.00 2,987.00 3,708.00 1,133.00 2,623.50 177.00 2,008.50 1,133.00 1,236.00 840.00 1,740.00 1,320.00 1,880.00 156.00 96.00 228.00 65.00 360.00 -5 3 BN Review docs regarding motion to reargue and outline of oppo. Draft opp to motion to reargue. Draft opp to motion to reargue. Draft opp to reargument, Revise opp to motion to reargue. Draft opp to reargue. Cite-checking brief, TOA, proofreading, Revise opp to reargument. Review and analyze reply regarding motion to reargue, conf w JC re tactics Emails with Neil Martin regarding California action and review ruling regarding guaranty. Review materials regarding guaranty. Review documents regarding California settlement; review pledge documents and outline Issues for objections. research info re DE entity 241 Fifth Ave LLC for JAC; emails to JAC, Draft letter to Geher objecting to settlement; review settlement documents; discuss same with NM, Draft objection to Shavolian proposed settlement In California bankruptcy. Comm'n with N, Martin regarding objection to seltlement; review cases regarding same. Attention to issues regarding proposed settlement; review letter and discuss same with Ca. counsel. review Calls with California counsel! and review drafts regarding objection to settlement. Review and comment on California opp papers. Review papers in California bankruptcy regarding Shavolian. Review correspondence from California counsel regarding transfer of membership interest. Review PSA, PA and Sherwood ruling; review issues regarding proposed bankruptcy settlement. Review emails from Ca counsel regarding bankruplcy settlement and comm'n with counsel regarding same. Review California bankruptcy order; comm'n w client and California counsel re same; analyze impacts on NY litigation. Service of docs; bluebacks; conf with JAC. Blueback for J. Cohen; malling to two adversaries. CourtRun Conf with JEG re filing aty Court; Put papers together with bluebacks. Copies and binders for JAC; exhibits in folders. Page: 35 Ref # ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH ARCH 1377 1378 1379 1381 1382 1384 1380 1383 1385 ARCH ARCH "Tuesday 07/18/3017 15:40am Billed and Unbilléd Time & Fee Summary - [102632-000003 - Nader & Sons, LLC v. Hazak Associates, LLC] Page 1 Client:102632 - Nader & Sons, LLC 8/10/2017 2:52:28 PM Percent Faos " Pergent Cost 4,095.81 TO 18574 2237 Initials Timekeeper Rate Hours 0.00; 824.000 400.00 877.00! 0999 Attorney Seyfarth Shaw B71 ‘Carolyn Ylagan 6108 Rosemaric Lauletta 5670 Dylan Marker | 28135 GRAND TOTAL WORK: ~~ 15640 0 7ratasol CT 458527 _ GRAND TOTAL BILL: 4,585.27 AL BILL | d9433 15640] 10000. 77.312.500 100.00] 77312. ~&a38CBilling Specialist: 50 4555.27 4225 .48Proforma hseeryeseyfarth.com 08/10/17-&a+20CJeremy A. Cohen Joint ID: Page 1 (1) 102632 Billing Address -00000 Nader & Sons, LLC Nader & Sons, LLC 181 Madison Avenue New York, NY 10016 3 Nader & Sons, LLC v. Hazak Associates, LLC Attorneys Who Have Not Worked On This Matter Before: ATTY Atty COHEJ COHEJ LAULR COHEJ LAULR COHEJ NAME Matter value Billable Value Date Time Amount Time Amount Task Act. 08/29/16 2.40 1,236.00 2.49 1,236.00 B110 08/29/16 .30 60.00 .30 60.00 11/04/16 5.40 2,781.00 5.40 2,781.00 BIl110 11/04/16 1.00 166.00 1.00 160.00 L110 11/07/16 5.90 3,038.50 5.90 3,038.50 B110 11/07/16 .70 112.00 570 112.00 L110 11/07/16 1.20 258.00 1.20 258.00 L149 11/08/16 6.40 3,296.00 6.40 3,296.00 B110 Comments Deductible: LTD Fees Paid: 69,591.16 LTD Costs Paid: 3,818.76 Description of Services Rendered Draft opposition to motion to enlarge appeal 31877895 time. Inserted exhibit tabs to affirmation of J. 31843495 Cohen: drafted back; printed: sent for service; sent for filing. Review and analyze Shavelian appeal brief; 32331482 outline of points in response. Per D. Marker, locate 25 cases from Table of 32417264 authorities, Nader and Sisko v Hazak. Call with client; review and analyze appeal 32339166 brief; review cases and additional research. Per D. Marker, continuation in locating cases 32417265 and printing from Table of Authorities, Nader and Sisko v Hazak. Prepared case binder for J. Cohen 32378772 Review and analyze appeal brief; review and 32348916 analyze record on appezl; research regarding appeal. ~&14E~&al0L~ (s14 .SHProforma ~-&238CBilling Specialist: hseerye@seyfarth.com 102632 Nader & Sons, LLC -000003 Nader & Sons, LLC v. Hazak Associates, Matter Value Atty Date Time Amount Time COHEJ 11/09/16 5.20 2,678.00 5.20 COHEJ 11/10/16 6.30 3,244.50 6.30 COHEJ 11/11/16 7.20 3,708.00 7.20 COHEJ 11/14/16 1.00 515.00 1.00 COHEJ 11/15/16 6.80 3,502.00 6.80 COHEJ 11/16/16 $.30 2,729.50 5.30 COHEJ 11/17/16 7.710 3,965.50 7.70 COHEJ 11/18/16 5.90 3,038.50 5.90 COHEJ 11/22/16 2.30 1,184.50 2.30 COHEJ 11/28/16 4.00 2,060.00 4.00 YLAFC 11/28/16 .20 64.00 .20 YLAFC 11/28/16 .50 160.00 .50 YIAFC 11/29/16 3.50 1,120.00 3.50 COHEJ 12/01/16 2.50 1,493.50 2.90 LLC Billable value Amount 2,678. 3,244. 3,708. 55% 3,502. 2,729 3,965. 3,038. 1,184. 2,060. 64. 160. 1,120. 1,493. 00 50 00 00 00 -50 SC 50 50 co 00 00 50 Task B110 B110 Bl10 B110 B110 Bi10 B110 B110O B110 L250 L250 B1lo0 08/10/17-&a+20CJeremy A. Cohen Act. ~&a+18C Description of Services Rendered Review and analyze record; for appeal opposition. outline of points Research regarding appeal; opposition to appeal. draft outline and Draft opposition to appeal. Revisions to brief. Draft appeal brief. Draft appeal brief. Draft appeal brief. Draft appeal brief. Revisions to brief. Revisions to appeal brief. Review Opposition Brief to Appeal. Continue to prepare Opposition Brief to Appeal, including cite checking cases. Continue to prepare Brief including cite checking cases referred in same. Revisions to appeal brief. Page 2 (2) 32352482 32361108 32382065 32382064 32392634 32423976 32423975 32436661 32454036 32481028 32505457 32505459 32505458 32525058 ~&14E-&al0l~(s14 .SHProforma ~&a38CBilling Specialist: hseeryeseyfarth.com 102632 Nader & Sons, LLC -000003 Nader & Atty YLAFC COHEJ COHEJ LAULR COHEJ COEEJ LAULR MARXD COHEJ COHEJ COHEJ COHEJ Date 12/01/16 12/02/16 12/05/16 12/12/16 12/14/16 12/14/16 12/15/16 12/16/16 12/16/16 12/16/16 02/03/17 02/07/17 02/20/17 02/21/17 Sons, Matter Value Time -10 .60 .20 .30 3.40 -40 1.40 Amount 480. 1,390. 103. 21. S6. 408 669. Bid 64. 1,751 206. 927. Qo So 00 50 ce .50 50 -00 00 50 00 00 00 .00 LLC v. Hazak Associates, Billable Value Time Amount .20 .10 .60 .20 +30 .40 LLC 480. 1.390. 103. 21. 96. 408. 6639. 721. 32. 64. 1,751. 206. 927. 721- 00 50 00 50 00 50 50 00 00 50 G0 00 00 00 B110O B110 L130 iio 1.1s0 Bll0 B1l1i0 L110 L1sgo B110 B110 B110 B11i0 08/10/17-&a+20CJexemy A. Cohen ~&2+18C Page 3 Description of Services Rendered Continue to prepare Brief including cite checking cases referred in same. Revisions to appeal brief. Finalize appeal brief. Corresponded with document solutions to draft case binder index. Per J. Cohen & D. Marker, Research to locate 5 cases. Assembled case binder. Review and analyze reply brief on appeal Review and analyze reply brief on appeal Per J. Cohen & D. Marker, research to locate 4 cases on Westlaw. Assembled new case binder from cases in reply brief. Review appeal papers and record: prepare for oral argument on appeal. Review appeal papers and prepare for appeal argument. Prepare for oral argument. Review cases regarding appeal and prepare for {3) 32539463 32539464 32542455 32637433 32626887 32637434 32631144 32643803 32651270 32637435 32968386 32986061 33062673 33076591 ~&14E-&a10L+(s14 .SHProforma 08/10/17-&a+20CJeremy A. ~&a38CBilling Specialist: hseeryeseyfarth.com 102632 Nader & Sons, LLC -000003 Nader & Sons, LLC v. Hazak Associates, LLC Matter Value Billable Value Atty Date Time Amount Time Amount Task COHEJ 02/22/17 2.30 1,184.50 2.30 1,184.50 Bl1l0 MARKD 02/22/17 .30 64.50 .30 64.50 L180 COHEJ 02/23/17 3.90 2,008.50 3.90 2,008.50 B110 COHEJ 02/24/17 2.50 1,287.50 2.50 1,287.50 B110 COHEF 02/27/17 2.60 1,339.00 2.60 1,339.00 L12¢ COHEJ 03/01/17 2.30 1,184.50 2.30 1,184.50 B110 COHEJ 03/06/17 1.40 721.00 1.40 721.00 B110 COHEJ 03/07/17 3.30 2,008.50 3.90 2,008.50 B110 COHEJ 03/09/17 4.40 2,266.00 4.40 2,266.00 BIl110 COHEJ 03/15/17 1.40 721.00 1.40 721.00 Bl1g0 COHEJ 03/19/17 1.40 721.00 1.40 721.00 B110 COHEJ 03/21/17 1.40 721.00 1.40 721.00 B1l10 COHEJ 03/22/17 7.40 3,811.00 7.40 3,811.00 Bllo0 COHEJ 04/17/17 3.70 1,905.50 3.70 1,905.50 B110 Cohen Act. ~&3+18C Page 4 Description of Services Rendered argument. Prepare for oral argument and review cases. Prepared updated case binder. Prepare for oral argument; additional research regarding same. Prepare for oral argument. Prepare for oral argument. Prepare for oral argument. Prepare for oral argument. Prepare case overviews for oral argument; revise argument outline. Review case law, prepare outline of key cases for argument; research regarding severability issues. prepare for appeal. Prepare for appeal argument. Argument preparation. Appeal preparation and argument. Review and analyze appellate decision; review (a) 33082483 33095500 33089423 33103198 33126247 33146014 33175727 33183252 33197163 33240203 33262816 33282293 33293412 33484414 ~&14E~&a10L~(s14 _SHProforma 08/10/17-&a+20CJeremy A. Cohen ~&a+18C ~&a38CBilling Specialist: hseery@seyfarth.com 102632 Nader & Sons. LLC -000003 Nader & Sons, LLC v. Hazak Associates, LLC Matter Value Billable value Atty Date Time Amount Time Amount Task Act. Description of Services Rendered prior submissions; outline of issues for going forward regarding True Up guaranty. COHEJ 04/18/17 2.20 1,133.00 2.20 1.133.00 B11l0 Review orders, documents and call with team regarding True Up strategy. COHEJ 04/25/17 2.90 1,493.50 2.90 1,493.50 B110 Review prior proceedings in California regarding assignment of True Up and Guaranty. COHEJ 04/26/17 1.80 927.00 1.80 927.00 B110 Review and revise California motion papers. COHEJ 05/02/17 1.40 721.00 1.40 721.00 B110 Review record; research regarding enforcement of guaranty; communication with Neil Martin regarding California action. COHEJ 05/03/17 20 103.00 .20 103.00 B110 Research regarding California issues. COHEJ 06/08/17 .30 154.50 .30 154.50 B1i0 Review emails from N. Martin and related documents regarding Califormia litigation. COHEJ 06/09/17 40 206.00 40 206.00 B1l10 Review California motion papers and provide comments to N. Martin. COHEJ 06/15/17 2.40 1,236.00 2.40 1,236.00 B110 Review California pleadings and comment regarding same. COHEJ 06/23/17 40 206.00 .40 206.00 L110 Review California issues with Neil Martin. COHEJ 06/26/17 70 360.50 70 360.50 L110 Review and analyze reply regarding California motion. COHEJ 06/27/17 1.30 669.50 1.30 669.50 Ll1i0 "Research and draft of response points regarding Shavolian California motion; email to Neil Martin regarding same. Page 5 (5) 33499784 335393960 33548406 33603603 33610239 33862193 33876687 33915148 33977015 33994132 34000423 ~&14E~&a10L- (514. 5HProforma ~&238CBilling Specialist: hseeryeseyfarth.com 102632 Nader & Sons, -000003 Nader & Sons, Atty COHEJ COHEJ COHEJ Atty COHEJ COHEJ ss ss Ss ss Ss ss Ss Date Time 07/05/17 3.70 07/12/17 .20 07/17/17 .30 156.40 08/30/16 10/27/16 11/04/16 11/07/16 11/07/16 11/08/16 11/08/16 11/08/16 08/10/17-&a+20CJexemy A. Cohen ~&a+18C Page 6 (6) LLC LLC v. Hazak Associates, LLC Matter value Billable value Amount Time Amount Task Act. Description of Services Rendered 1,905.50 3.70 1,905.50 L110 Review 2nd comment on draft California papers: 340519¢8 additional research regarding same. 103. .20 103.00 L110 Review correspondence from NM regarding 34118398 California issues and provide comments. 154 .30 154.50 L110 Call with client and California counsel 34133882 regarding status and next steps. 77,312. 156.40 77,312.50 Fees Total Time Entries Excluded Because of Date Range Total Time Value in Work in Progress Index/ Disb Amt Description of Disbursement Location C R Ref 100.00 Docketing Services 015 New York 9958004 Filed affirmation of J. A. Cohen 80.28 Printing 015 New York 9971214 171.47 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 Chicago 10011594 YORK USER: COHEN, JEREMY A MULTI -SEARCH TRANSACTIONAL SEARCHES 49.15 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 chicago 10011595 YORK USER: COHEN,JEREMY A MULTI-SEARCH DOCUMENT DISPLAYS 728.75 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 Chicago 100115396 YORK USER: COHEN,JEREMY A MULTI-SEARCH TRANSACTIONAL SEARCHES 23.60 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 Chicago 10011597 YORK USER: COHEN,JEREMY A MULTI-SEARCH DOCUMENT DISPLAYS 557.28 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 Chicago 10011598 YORK USER: COHEN, JEREMY A MULTI-SEARCH TRANSACTIONAL SEARCHES 128.60 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 Chicago 10011598 YORK USER: COHEN, JEREMY A MULTI-SEARCH TRANSACTIONAL SEARCHES | 23.60 ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW 011 Chicago 10011600 11/10/16 YORK USER: COHEN,JEREMY A MULTI-SEARCH DOCUMENT DISPLAYS ~&14E~&al0i~(sl4 _ 5HProforma -5%a38CBilling Specialist: hseeryeseyfarth.com 102632 Nader & Sons, -000003 Nader & Sons, Atty 88 COHEJ SS Ss Ss SS Ss SS ss SS $8 YLAFC YLAFC YLAFC YLAFC LAULR Date 11/10/16 11/11/16 11/11/16 11/11/16 11/15/16 11/16/16 11/17/16 11/17/16 11/18/16 11/18/16 11/22/16 11/2%/16 11/29/16 11/29/16 12/01/16 12/14/16 LLC LLC v. Hazak Associates, Disb Amt 80 23. 21 85 300. 166. 300. 23 85. 85. 107. 21 22. 22. 192. S1 .40 €0 .44 .74 08 06 08 60 74 74 17 .44 .786 37 37 08/10/17-5%a+20CJeremy A. Cohen LLC Description of Disbursement ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES Online Research - PACER Charges 3rd Quarter 2016 Voucher Date: ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY DISPLAYS ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY DISPLAYS ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY DISPLAYS ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: 10/05/2016 0835150645 OFFICE: NEW A MULTI-SEARCH SERVICE CENTER - Pacer Check No. 461332 0835150645 OFFICE: NEW A MULTI-SEARCH DOCUMENT 0835150645 OFFICE: NEW A MULTI-SEARCH 0835150645 OFFICE: NEW A MULTI-SEARCH 0835150645 OFFICE: NEW A MULTI-SEARCH 0835150645 OFFICE: NEW A MULTI-SEARCH DOCUMENT 0835150645 OFFICE: NEW A MULTI-SEARCH 0835150645 OFFICE: NEW A MULTI-SEARCH DOCUMENT 0835150645 OFFICE: NEW A MULTI-SEARCH 0835150645 OFFICE: NEW A MULTI-SEARCH 0835150645 OFFICE: NEW YORK USER: YLAGAN, CAROLYN MULTI-SEARCH DOCUMENT DISPLAYS ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW YORK USER: YLAGAN, CAROLYN MULTI-SEARCH TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: 0835150645 OFFICE: NEW YORK USER: YLAGAN, CAROLYN MULTI-SEARCH DOCKETS DETAIL ONLINE RESEARCH INVOICE: 0835333739 OFFICE: NEW YORK USER: YLAGAN, CAROLYN MULTI-SEARCH DOCUMENT DISPLAYS ONLINE RESEARCH INVOICE: 0835333739 OFFICE: NEW YORK USER: LAULETTA, ROSEMARIE MULTI -SEARCH DOCUMENT DISPLAYS Page 7 (7) ~&a+18C Index/ Location C R Ref 011 chicago 1o011s01 015 New York 93986230 011 Chicago 10011602 011 Chicago 10011603 011 Chicago 10011604 011 Chicago 10011605 011 Chicago 10011606 011 Chicago 10011607 011 Chicago 10011608 011 Chicago 10011609 011 chicago 10011610 011 Chicago 10011611 011 Chicago 10011612 011 Chicago 10011613 011 Chicago 10043504 011 Chicago 10043505 ~&14E-&a10L~(s14.5BProforma -&338CBilling Specialist: hseery@seyfarth.com 102632 -000003 Nader & Sons, Atty COHEJ COHEJ Ss COHEJ COHEJ 8s ss Ss 88 ss Ss Ss ss 58 SS Nader & Sons, Date 01/26/17 02/01/17 02/07/17 02/22/17 02/22/17 02/22/17 02/23/17 02/23/17 03/08/17 04/26/17 05/02/17 06/27/17 06/27/17 07/05/17 07/05/17 Disb Total LLC LLC Vv. Hazak Associates, Disb Amt .47 14. 51. 155. 43. 5% 57. 291. 173. 20. 1135 a6. 121. S0 86 .30 .40 56 65 .86 70 So 74 57 EE 09 44 08/10/17-&a+20CJeremy A. Cohen LLC Description of Disbursement Postage Other - CITY EXPEDITOR I Voucher Date: 12/31/20 ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES Online Research - PACER Charges 4th Quarter 2016 Voucher Date: 01/09/20 Online Research - PACER Charges 4th Quarter 2016 Voucher Date: 01/09/20 ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY DISPLAYS ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY DISPLAYS ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY DISPLAYS ONLINE RESEARCH INVOICE: YORK USER: COHEN, JEREMY TRANSACTIONAL SEARCHES NC. 16 Check No. 0835686083 OFFICE: NEW A MULTI-SEARCH SERVICE CENTER - Pacer 17 Check No. 469850 SERVICE CENTER - Pacer 17 Check No. 469850 0835686083 OFFICE: NEW A MULTI-SEARCH 0835686083 OFFICE: NEW A MULTI-SEARCH DOCUMENT 0835686083 OFFICE: NEW A MULTI-SEARCH 0835854582 OFFICE: NEW A MULTI-SEARCH 0836033591 OFFICE: NEW A MULTI-SEARCH 0836208136 OFFICE: NEW A MULTI-SEARCH 0836380175 OFFICE: NEW A MULTI-SEARCH DOCUMENT 0836380175 OFFICE: NEW A MULTI-SEARCH 0836550321 OFFICE: NEW A MULTI-SEARCH DOCUMENT 0836550321 OFFICE: NEW A MULTI-SEARCH 467687 ~&a+18C Location 015 mew York 001 Administration 011 Chicago 01S New York 015 New York 011 Chicago 011 Chicago 011 chicago 011 Chicago 011 Chicago 011 Chicago 011 Chicago 011 Chicago 0il1 Chicago 011 Chicago Disbursement Entries Excluded Because of Date Range Total Disbursement Inves tment Page 8 (8) Index/ C R Ref 10055902 10061708 10100802 10083916 10083917 10100803 10100804 10100805 10139217 10170310 10208511 10231502 10231503 10266024 10266025 EXHIBIT 4 Detail Transaction File List Totals . Page” - 28 29 40432817v.1 I Amount Totals Per Page - 1 68 55 15,625.00 26,084.76 4,642.28 18,896.50 33,880.50 “122.409.54 . EXHIBIT 5 GUARANTY © THIS GUARANTY, dated ax of July 19, 2007, Is exsouted by the vndersigned (“Guarantor”) favor of Bestuwada LLC, » Colfonia Hite Tciity company ("Compaq o RECITALS A. Humk Associate LLC, 2 New York limited Liability company (“Obligor™), has roquestod that Compaiy enor frito that certain Limited Liability Company Agroemient of 241 Fifth Ave, Hotel, LLC (ns it may be amended from time to time, the “Contraet”) with Obligor, Guarantor is & member of Chiligor and will receive direct and indirect benefits from the performance of the Contract, B. Company's willingsess to enter into the Cootiact is subject to recoipt by kt. of fhis Gawranty duly executed by Guarantor and a similar gasranty executed by Obligor's othor meoibers, For good end vahishic comsideration, the receipt sud adequecy of which hereby scknowiedgad, end intending to bo Jsgelly bousd, Guaraator bercby agrees with Coaipeny sa flows s 1. Guamnty. (x) Gowsntor mnsonditionally gueratees amd promises (3) to pay to Company, or order, at Compety's office Jooxiod at the address set firth in Soction (8) heroof, oa demand after the defiutt by Obligor in the performance of its obligations poder the Contract, in lawftd maney af tha United States, any and all Obligations {8s hereinafiler defined) consisting of payments des to Contpaty, and, (i) at Company's option and not in substitution for Guenustor's pryment obligations hereunder, to perform un demand eny sad ail other Obligations in the place of Obligor. For purposes of this Guarsaly the term “Obligations™ shall mess and jmolude all payments, Habilities and obligations, howsoever arising, owed by Obligar to Compuny srisiug out of or in connection with the terms of the Contra, xjudioy withoot limitation all interest, sts foes, charges, exponses, mtiorneys’ feos and other peofiasiosels’ foes chargeable to Obligor or payshle by Obligor thereunder and any costs of collection hereunder, inclading without imitetion, attomays® aad othr profesionals” foes. (b) This Guaranty is nbaclute, ucoouditions!, continuing aud imovocable aad coustiiutes au independant goamnty of performace and payment, and not of collectibility, and is in no way conditioned on ar contingent ypox acy attempt to enforce in while or fa pit wy of-Obligar’s Obligations Company, the existence or cantinusuce of Obliges ms a Joga! eatity, the consolidation or merger of Obligor with or into any other eafity, the male, sane or disposition by Obligor of all or substantially all of its mewots to aqy other entity, ar the bankruptcy or iasolvency of Obligor, the admission by Obligor of its jnabllity to pry its debts as they tosturs, or the making by Obligor of a general assignment for the benefit of, or antecing into & composition or rangement with, creditors. Hf Obligor shall fill to pay or perfcm any Obligations to Company which sre subject to this Guaranty ss xsd whes they sre due, Guarantor shall . forthwith pay to Company si! such lisbifities or obligations in ‘immediately avuilable fonds and/or perform such Obligations, s the caso may be. Each fafhare by Obligor to pay ar perfonn any sack Hebilitles or obligations stull give rise to a separate cause of action, snd separate suity may be brought hecennder as eich cauwe of action arises. ’ (© Company, may st any time sad from time to time, without the consent of or notice to Guarantor, cxcopt such notion as may be required by applicable statute wiiols camaot bo waived, without incwring responsibility to Guarantor, and without Impeiring or releasing the obligations of Gurantor bargunder, (1) change the manner, place sid terms of payment or change or extend the time of payment of, renow, oc air amy Oto bee oaaond or ay sommes, susesd or supplement the terms of the Contract or any Gocumsents, imdrmuents or agreetbents axocnted in connevtion therowith, (1) exeraies or refinin from exercising any rights against Obligor or others (including Guarantor) or otherwise sot or refiein from acting, (HD) settie or comprontise any Obligations hereby goaramtesd and/or * aigy obligations and liabilities (Including any of those hermunder) incurred directly or indirectly in respoct thereof or hareof, and may subordinets the payment of all or my part thereof to the payment of sny obliguon sd ilies which may bo due to Conny ofc, (i) ell, exch, rece, mre restos upon or otherwise deal with in any nner or in any order any property on woo ey seat eg i Ogos ety Ean (1) te sd kd wry or additional security for any or all of the obligations or liabilities covesed by this Guaranty, ad (VI) aig its rights and interests under this Guermaty, ln whole or fn pest, + (@ No invalidity, imegularity or uosaforossbility of the Obligations hereby gusruntesd shall aftbot, impair, or be u defouse to this Guaranty, Guarsutor agrees that Guarantor shall be Buble aves if’ Obligar had 0 liability uf the timo of entering foto the Contract or thervafber comsed or cetsos td bo liable fd gro thet by o doing Groarenk’s Tilly may be barge i sonst nd ior bardessomse thant (eo) This 1» continuing Guarsy for which Guarantor receives conthuing considersion and all obligations to which it applies or mxy apply usder the tans hereof shall be soncinsively pragumad to have bean created bo refisacs heron and this Guaranty is therefore irrevocable without the prior written consent of Company. @ Any and all present and future debts and obligations of the Obligor to Guamntor are hereby postponed in favor, of aud subordiaxted to the full payaiott and performance of the Obligaioos. Upon the liquidation, teukmpisy, or distribution of any of Obligor's sets, Guarsaior shall assign to the Company so much of Goaenntor’s claims ag such dobts and obligations so that the Company shall recsive all divideods and peymants on such dabis wd obligations until payment in full of the Obligatioos, This section shall constitote such un assignment if Groemuntor fills to exscute and deliver such an assignment. 2 Reumsenixtions snd Wamactics. Guarantor reprosects snd warrsats fo Company that (n) this Gucanty hes been duly exxonted and delivered by Guantor sud constitutos a legal, valid wnd binding obligation of Gusmntoy, sofbroeable agakust lil bn aocordeuce with ity terms, exowpt as |imitod by bankruptcy, insolvency or other Jawa of genoral applications relating to or affecting the enforcement of creditors” rights generally; (b) Guarsnbor ix not in violation of any lew, ruls or regulstion other than those the consequences of which cannot rosscanbly ba expected to have materiel adverse effsct oa the busiocss, financial condition, progpects and properties of Guamator, (co) no Litigation, Investigation or proceeding of Ry ove x ule Ioimousiieieh feat fe pio o£ fo Lrwiudgn of Gomes, flesstrond ect Gugmntor which, if sdversely determined, could have a material adverse effoct co Gruxnantor’s ability 00 perform his obligations under this Guaranty; and (d) nsither the execution sud delivery of this Guamnty nor the fulfiliment of or compliance with the terms sad conditions of this Guaranty canflicts with or shall result in a broach of tha terms, conditions or provisions of any wgreement or instrument to which Guarantor {s now & purty or by which it Is bound, or constitutes a defisult under sy of the foregoing, or results ‘fy the orestion or imposition of aay Hex, chergs or encumbrance whatsoever vpon any of the property or Rei or Grosrante undec the bars of any Istrusment or agreectent or viokics any provision of law or any corder of sy court or other xgenoy of government. 3. Covesunis Guarantor hessby agrves to deliver to Company (f) notice of any event or condition which could have & material adverse effhct on the shility of Guaraatne to -perfhrm his obligations hereunder, and (id) such other information regarding business, operations or financix! ar other condition of Guarmator as Company may reasonshly request, 4. Waivers (8) Goamator, to the extent permitted under gppHoable law, hereby waives any right to Obligar’s Obligations wnder the Contract, or (if) parsne suty other right or remedy in the Company's power whatsosver, (®) Guavantor finther waives, $0 fhe extent pormitiod by applicsble law, ({) wry defeme resulting from the beens, InpeEmeant or loss of axy right of retmbomsement, subrogstion, contribution or other right or remedy of Guarantor against Obligor, say other guarmtor of the Obligations or ay soourity; (if) any setoff or connterclxim of Obliper or sy defense which restilts fiom say disability or other defense of Obligor or the vexsation or stey of enfirocment from say cause whatsoever of the liability of Obligor (Including, without Bmitation, the lack of validity or enforceability of the Contract); (ii) any right to exonorstion of sowoties which would otherwise be spplicsbls; (iv) any right of sitwogation or seimburserosot and, if there aw any other gnanntosy of the Obligations, any right of oootribution, and right fo enfhros any remady which Company now hss or may heresfier have apeinst Obligor, sod any benefit of, and sy right to participste in, any secirity now ar hereafter reosived by _ Company ms sociwity fir the payment andioc performance of the Obligations; (v) all presontments, demands for pecftwmance, notices of noo performance, notices dalivered andar the Contract, profosts, notioe of dichonor, and aotioes of scceplunce of this Guaranty and of the existence, creation or tncarring of sew or additioga]l Obligstions snd nofices of amy public or privates fiweclosare sale; (vi) say sppesisoment, vakontion, atuy, extension, moratorium redemption or similar law or similar sights for nershalling: (vi) the benafit of any stetuts of Bmittions; and (vii) sey dght to be faformed by Company of ths finsocial condition of Obigor or say other puasastor of the Obitgations ar say chine theres or any other chroumstenony bosring upon the risk of nogpayment or nonpedforcsnce of the Obligations, Guarantor hax the ability to and assumes the responsibility for keeping informed of the financial condition of Obliger wad ay ofhar guiions of ie Obligations and of oflar chrowmsienocs fecting such noapayment end noaporforme co risks, (ce) As used io this paragraph, any refbrence to “the principal” includes Obligor, and any refirence 1 "the creditor” includes the Company. In scoordance with Section 2856 of the CuBifumis Civil Code: (x) the Guarantor unconditionally and irrevocably walvos srry and all rights and defenses aveilsble to it by reason of Sections 2787 to 2855, inclusive, 2899 and 3433 of the Califbenia Civil Code; and (b) the Guarester unconditionally sd irrevocably welves say and all rights asd defnsas availahls fo it by romson of Obligor’s debt being socared by real property, including without Limitation, say rights sad dafunses besod upon Seotion 580«, 580b, S804, or 726 of thw California Code of Civil Prooedurs or other Yow, which moss, emong other things, (1) the creditor may enllect from the Guerantor without first Sorecloshng on any real or persons! property coliatecal pledged by the Obligas, (2) if the creditor Joranloses on ady real property collateral pledged by the principal, (A) tho amoant of the debt muy be reducod only by the price fir which that collateral is sold at the foreclosure sale, even if the collateral is wustll more then the sale price sad (B) the aveditor may collect from the Guarantor even if the creditor, by foreclosing on the youl property collsteral, bas destroyed sy right the Guarantor may have to collect from the Oblignr, end (3) the Guarantor is walving afl rights and defoasos arising out of an election of remedies by the creditvy, even thought that election. of remedies, such as 4 pogjudicial foreclosure with raspect to security for au obligation, bas destroyed the Gueranitor’s rights of sbrogstion snd relmbursemont aginst the principal by the operation of Section 580d of the Califorais Cods of Civil Prooadure or ctbwewise, xd ovan though ‘that election of remedias by the creditor, such ax nogfudicial foreclosure with respect to * security for sn obligation of any other guarantor of any of the Obligations, has destrayed the Guarantors rights of contribution against such other gusranjor. No other provision of this Gusmnly shisll be ooustruod ss Hwiting the ganenlity of any of the covenants and waivers set fuoth in this paragraph, 5. Mixcllancoos. -_ a peri ex hus wir) rid or by ar and nixiledee or i All yuch notices and communications: when sent by Feder] Expresy or other ovenight service, shall be offctive on the business day following the daposit with such service; when mailed, first class postage roped and akdressod as afirosald in tho mails, shall be effective apan receipt; when defivered by hand, shall bo effective mpon delivery; and when telecopled, shall be affective upon confirmation of receipt, () Nopwalver. No fidlors or delay on Company's part bs exercising any right borcuader shall operate 8 £ waives faroof or of 11 othe Sight Io Sah a Salt cy Ba Ce a right preclude any other further exercise thexeof or of ay other right, (©) Amendments aod Waive. This Guammty may not be amended or modified, nor may any of its tenn be waived, except by written justruments signed by Guaxantor and Company, Esch ~walver or consent pnder any provision hereof shall be effective only Ju the specific instances fur the purpose for which given. @) Amisneats This Guaranty shall be binding upon sud imrs to the benefit of Company and Guarantor snd their respective sscoessars snd ssigos; provided, however, that witout the prior writtdn consent of Comxpuxty, Gussntor may not sasign his rights and obligations hereunder, (0 Cumulative Richis, oto. The rights, powens and remedies of Company under this Guaranty shall be in addition to alf rights, powers and remedies given to Company by virtae of any applicable law, ruts or regulation, the Contract or say other agreement, afl of which rights, powers, and reodies shall be comulative nad may be exercised successively or concurrently withoot impaizing Companys rights hereunder. ® Patial Towafidity. HM at any time any provision of this Guaranty is or becomes illegal, invalid or unenfirocsble in say respect uadar the law or any jurisdiction, neither the legality, validity or enfincosbillty of the remaining provisions of this Guaranty or the lagality, validity or eaftwocbility of such provision under the Jew of any other Jurisdiction shall in any way be affected of impaired theruby. ® . Temination of Gegraply. Guarmror’s obligations under this Guaranty shalf continue in fll force and effect and this Guaranty shall pot terminate until the Obligations are fully pald, performed and discharged. The Obligations shall not be considerad filly peid, performed and discharged unless and unti] all peymeats by the Obligor fo the Company sre no longer subject to any right on the past of sny person whomsoever, incinding, but pot limited to, the Obliger, a debtar-in-possssxion, or aay trustee oF roosiver in bankruptcy, to sot aside such prymests or sock 10 recoup the amount of ruoli payments, or aay pat thereof. The foregning shill include, by the way of example md not by way af Hmitation, all nights to vecover preforences vokiable under Yitle 11 of the United Stirs Code. In the event that say such payments by the Obligar or Gusraotor fo the Company are set sside after the making thereof, in whole or iu pact, or settled without Litigation, to the extant of such scitiament, al] of which is within the Company's dincrotion, Guarantor shall bs Lwblo Joint and severally for the fill amount the Company is mquired to repay plus costs, intarest, attnenay’s foes and any and all expensss which the Company paid or incurred in thovewith, . ® Covemiog Law: Jurisdiction This Gumnmty shall be governed by and coustrood fn accordance with the laws of the State of California without reference to confiints of lew rules. The pertics hereto hereby coment to the jurisdiction of any state or federal cont located within Crangs County, es Clifoeia kad vevorably agro fit ll ation or prosoodings slog out af ce relting to this Goarcty shall be litigated in such courts. Any such proccss or summons In connection with any such action of procoading way be served by mailing & copy thereaf by certified or segiiired mail, or any substantially similar form of wail, addressed to Giisramor as provided for notices boreander, () JwyTxal BACH QF GUARANTOR AND COMPANY, TO THE FULLEST EXTENT PRRMITTED BY AFFLICABLE LAW, HEREBY IRREVOCABLY WAIVES ALY RIGHT TO TRIAL BY JURY AS TO ANY ISSUE RELATING HERETO IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS GUARANTY, (The remainder of this pags is left intentionally blomk } IN WITNESS WHEREOQF, Guarantor hes cansed this Guaranty to be executed us of the SRCURED PARTY: (Beshusde vie oe 1 snd a copy fo: [ Ashe Mobos £7, 1 + 7 Lo 1 Facsimile No.: L, ] ¥ do £24 Neuve rouce (opifed Gop ING , mn individual roe oo Broo Rrovonld me or 3 pow Yorle | oT fart wa (shire d- Cuil W oo Loc Angels, 8A 9003S * 8 Bewursld Coonind paseo (opi ial Gop Me pia wilghia Blvd - Suife 1400 ros. Angeles, eA GoDaS C7 . fii 442 Groupe Ft i. ’ pe. pgs oA ons. : ~ . . . & . . Co IN WITNESS WHEREOR, ust ho cal is Gustto best oft wv 5 . " ' % - . . * = . . &" = 3 ’ . oe La Y - . * . . . : . 1 ‘¥ odo Cui Au’ . “Naar heft rap Inc, 5 . bi ier Tehice sd ~ See Heo - . i ys Cours! HEE 3 Beanie Ryd, Cute pian ok les, “dk Govis " Tes Bh Ye LE bx vo. . ve i Le. . ‘ Hl o ce Ys LA . : . - 3 ae . . . . * ' "Le * - BE Lr $a . . - . . 5 ! eo . . tre fs § * we . ' v3 . . . . . : oe «ot t . . 4 . . . wry Loe h . Te . . . . ae es ee . . . ov Le. am. “ EXHIBIT 6 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK DAN SHAVOLIAN and HAZAK SUMMONS ASSOCIATES, LLC, Plaintiffs, Ingex.Na Vv. NADER & SONS, LLC, a limited liability Date Filed: company; and SISKO ENTERPRISES LLC, a limited liability company, Defendants. YOU ARE HEREBY SUMMONED and required to serve upon plaintiff's attorney an answer to the verified complaint in this action within twenty days after the service of this summons, exclusive of the day of service, or within thirty days after service is complete if this summons is not personally delivered to you within the State of New York. In case of your failure to answer, judgment will be taken against you by default for the relief demanded in the complaint. Plaintiff designates New York County as the place of trial. The basis of venue is Plaintiff Hazak Associates, LLC’s address. Plaintiff Hazak Associates, LLC, is located at 501 Fifth Avenue, Suite 1605, New York, New York 10017. Dated: August 31, 2017, Brooklyn, New York /s/ David Yerushalmi David Yerushalmi, Esq. Counsel for Plaintiff 640 Eastern Parkway, Suite 4C Brooklyn, New York 11213 Telephone Number: 646.262.0500 Facsimile: 801.760.3901 Email: david.yerushalmi@verizon.net 1 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK DAN SHAVOLIAN and HAZAK VERIFIED COMPLAINT ASSOCIATES, LLC, Plaintiffs, Index No, Vv. NADER & SONS, LLC, a limited liability Date Filed: company; and SISKO ENTERPRISES LLC, a limited liability company, Defendants. Plaintiffs, HAZAK ASSOCIATES LLC (“HAZAK”) and DAN SHAVOLIAN allege as follows: INTRODUCTION l. NADER & SONS, LLC and SISKO ENTERPRISES LLC (collectively in the singular “NADER/SISKO”) seek to enforce a personal guaranty (“Guaranty”) against DAN SHAVOLIAN as a result of a summary judgment recently granted by a trial court in Santa Ana, California. 2. The order of summary judgment by the California trial court came only after the litigation in that court had been stayed pending a determination by a New York court whether (1) there was a breach of the underlying obligation triggering the payment obligation of the Guaranty and (2) whether NADER/SISKO was assigned the Guaranty by the bankrupt Beshmada LLC pursuant to the “Partial Settlement Agreement” approved by a federal bankruptcy court. 3. NADER/SISKO’s only claim to any assignment of, or ownership interest in, the Guaranty is through the Partial Settlement Agreement. 1 2 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 4. On April 13, 2017, the Appellate Division of the New York Supreme Court, First Judicial Department, ruled with finality that while it is true that there was a breach of the underlying obligation thereby triggering the Guaranty, any purported assignment to NADER/SISKO under the Partial Settlement Agreement was null and void. 5. Earlier on June 7, 2016, the federal bankruptcy court overseeing Beshmada’s bankruptcy, approved the assignment and transfer of all of Beshmada’s interest in the Guaranty to HAZAK unless a court of competent jurisdiction issued a final ruling holding NADER/SISKO was the owner of the Guaranty (“Beshmada-HAZAK B.K. Settlement”). 6. Given the ruling nullifying and voiding any assignment under the Partial Settlement Agreement, HAZAK is now the lawful owner and assignee of the Guaranty. As such, only HAZAK may enforce the Guaranty against DAN SHAVOLIAN. 7. Notwithstanding the New York appellate court’s ruling, Judge Deborah C. Servino of the Superior Court of California in Santa Ana, California, who had taken over the case anew from the trial judge who had originally issued the stay to await a New York court’s final ruling on the assignment of the Guaranty under the Partial Settlement Agreement, effectively ignored the New York appellate court’s ruling that all assignments under the Partial Settlement Agreement were null and void and granted summary judgment for NADER/SISKO under the Guaranty by ruling that the Guaranty had been assigned pursuant to the Partial Settlement Agreement to NADER/SISKO (“Judge Servino’s Summary Judgment Decision”). 8. This instant action, following years of litigation between the parties in state and federal courts across the nation over a failed hotel project, seeks a declaratory judgment giving effect to the New York appellate court’s ruling by declaring conclusively that (1) NADER/SISKO are not the assignees of the Guaranty under the Partial Settlement 2 3 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 Agreement; (2) that HAZAK is the lawful assignee of the Guaranty under the Beshmada- HAZAK Settlement; and (3) that NADER/SISKO are permanently enjoined from attempting to enforce Judge Servino’s Summary Judgment Decision in the state of New York. THE PARTIES 9. Plaintiff HAZAK is and at all times herein mentioned was a limited liability company duly organized under the laws of the State of New York. 10. Plaintiff DAN SHAVOLIAN is an individual residing in the state of New York. He also indirectly controls HAZAK by way of his ownership interest in the limited liability company that holds a 70% interest in HAZAK and as the manager of HAZAK. 11. Defendant NADER & SONS, LLC (“NADER” hereinafter) is a limited liability company organized under the laws of the State of New York. 12. Defendant SISKO ENTERPRISES LLC (“SISKO” hereinafter) is a limited liability company organized under the laws of the State of New York. THE FACTS 13. On or about March 20, 2007, HAZAK and Beshmada, LLC (“Beshmada”) entered into a Limited Liability Company Agreement of 241 Fifth Ave. Hotel, LLC (“Operating Agreement”). HAZAK and Beshmada were the only parties to the Operating Agreement and the only Members of 241 Fifth Ave. Hotel, LLC (“Fifth Avenue LLC”). HAZAK agreed to act as the developer of Fifth Avenue LLC and Beshmada agreed to act as the investor. The principal purpose of Fifth Avenue LLC was to purchase, operate, and develop the property located at 241 Fifth Ave., New York, New York, as an investment real property (“Property”). 14. Pursuant to the terms of the Operating Agreement, both HAZAK and Beshmada agreed to ensure their mutual obligations to one another by way of a personal 3 4 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM NYSCEF DOC. NO. il RECEIVED NYSCEF: INDEX NO. 655633/2017 08/31/2017 guarantee. On or about July 19, 2007, DAN SHAVOLIAN executed the Guaranty in favor of Beshmada, which references the Operating Agreement and guarantees the obligations of HAZAK set forth in the Operating Agreement. The Guaranty provides that a default would need to occur per the terms of the Operating Agreement before the Guaranty would be triggered. Specifically: “1. Guaranty. (a) Guarantor unconditionally guarantees and promises (i) to pay to Company, or order, at Company’s office located at the address set forth in Section 5(a) hereof, on demand after the default by Obligor [HAZAK] in the performance of its obligations under the Operating Agreement.” (Emphasis added.) 15. The Operating Agreement expressly prohibits the Members from assigning their respective interests without the written consent of the other Member. Paragraph 9.01 of the Operating Agreement provides that: which includes any pledge or assignment of any membership interest in Fifth Avenue LLC, in contravention of the terms and conditions of the Operating Agreement, “shall be null and void.” (A true and correct copy of the Operating Agreement is attached hereto as Exhibit 1.) “True-Up Provision,” whereby Beshmada could seek a greater membership interest to reflect its greater capital contribution or it could demand a “True-Up Contribution” to equalize the “no member shall sell, assign, give, hypothecate, pledge encumber, or otherwise transfer (each, a ‘transfer’) all of any portion of its Interest, whether directly or indirectly, without the written consent of the other Members.” 16. In addition, paragraph 3.01 of the Operating Agreement provides: “Except as expressly permitted by this Agreement, no other Person shall be admitted as a Member of the Company and no additional Interest shall be issued, without the approval of all of Investor [Beshmada] and Developer [HAZAK].” 17. Section 9.01 of the Operating Agreement also provides that any “transfer,” 18. Part of Beshmada’s membership interest in Fifth Avenue LLC included a two members’ investment in Fifth Avenue LLC. 4 5 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 19. Between May 2008 and February 2009, DAN SHAVOLIAN, on behalf of HAZAK, notified Ezri Namvar, the managing member of Beshmada, of the need for additional capital per the Fifth Avenue LLC Operating Agreement. (Of note, Namvar has become known as the Bernie Madoff of Beverly Hills and spent years in prison for crimes relating to his various fraudulent schemes.) Pursuant to the Operating Agreement, Beshmada was obligated to cooperate and fund its portion of the needed capital as the investor. Namvar refused to cooperate and instead of complying with Beshmada’s obligation, borrowed money from NADER/SISKO and in connection with that loan on June 12, 2008, pledged Beshmada’s interest in Fifth Avenue LLC to NADER/SISKO without DAN SHAVOLIAN’s consent. 20. NADER/SISKO knew at the time it obtained the pledge from Beshmada that the pledge violated the “consent” requirement of the Operating Agreement. 21. On or about August 2008, NADER/SISKO filed a UCC-1 financing statement in the Office of the New York City Registrar, New York County, and with the Delaware Department of State, purporting to secure the pledge of Beshmada’s interest in Fifth Avenue LLC to NADER/SISKO. HAZAK believed at the time that the filing of the UCC-1 financing statement caused irreparable harm to HAZAK in that it interfered with HAZAK’s ability, on behalf of Fifth Avenue LLC, to refinance the mortgage or to otherwise develop and maintain the Property. Subsequently, the lender foreclosed on the Property on June 23, 2011. 22. Inthe meantime, Beshmada had filed for bankruptcy protection in the Central District of California. 23. Leveraging its creditor status with Beshmada in the bankruptcy proceeding, NADER/SISKO sought to purchase all of Beshmada’s interest in Fifth Avenue LLC, including the rights to the True-Up Contribution payment and the Guaranty. 24. At the time, NADER/SISKO knew full well that HAZAK objected to the 5 6 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM NYSCEF DOC. NO. il RECEIVED NYSCEF: assignment, and per the Operating Agreement such transfer would be null and void. Agreement entered into between Beshmada, the trustee in bankruptcy, and NADER/SADER, INDEX NO. 655633/2017 08/31/2017 25. The bankruptcy court approved the sale as part of the Partial Settlement but expressly warned NADER/SISKO that it might very well be buying nothing from Beshmada precisely because all parties knew that HAZAK objected to the transfer and that the Operating Agreement rendered any such sale null and void. Thus, during a hearing on June 30, 2010, the bankruptcy court recognized that NADER/SISKO might gain nothing from the purported transfer of Beshmada’s Interest in Fifth Avenue LLC, opining that there may in fact be no right to such a transfer. The court stated that: So, as an example, if I were to approve this, which has been my understanding from day one. If] indeed - - and I must admit, it seems, looking at that agreement, that it does look like any - - consents and all sorts of things - - that they might be getting nothing. That is if indeed I approve this, it’s with the acknowledgment that maybe, that you don’t actually have the right to transfer. So - - and that’s been my understanding from day one. Because that is really what the subject of the - - of the suit in New York is about. 26. Ultimately, the bankruptcy court approved the Partial Settlement Agreement, but did so expressly recognizing that NADER/SISKO may be getting nothing. Specifically, the court warned as follows: I’m granting this motion with the understanding, what I had said before, that the only thing you’re transferring is not even clear that you have the ability to transfer. Whatever it is, because of this pledge agreement make it - - made it clear ad nauseam, that you’re transferring - - they may not be getting anything, but they are well aware of the arguments. And you're transferring whatever rights you have. And make it clear in the order that you’re not - - it’s not even clear whether or not you have a right to transfer, period. 27. The bankruptcy court’s order approving the Partial Settlement Agreement was entered on July 28, 2010. (A true and correct copy of the bankruptcy court’s order and the Partial Settlement Agreement are attached hereto, respectively, as Exhibits 2 and 3). 28. Armed with the problematical Partial Settlement Agreement, in 2011 6 7 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 NADER/SISKO demanded the True-Up Contribution payment from HAZAK. 29. In response, HAZAK and Fifth Avenue LLC sued NADER/SISKO in New York for declaratory relief asking the court to rule that NADER/SISKO’s assignment of Beshmada’s membership interest, including its rights to the True-Up Contribution payment was null and void because the assignment via the Partial Settlement Agreement occurred over HAZAK’s objections (“the NY Declaratory Judgment Action”). Specifically, on July 3,2012, the court held: [HAZAK and Fifth Avenue LLC] are entitled to summary judgment [as] to the first cause of action for a declaratory judgment, specifically that the transfer by Beshmada of its membership interest in the 241 Fifth Avenue Hotel, LLC is unauthorized and therefore any purported assignment is null and void . . .. (A true and correct copy of the NY Declaratory Judgment Action order is attached hereto as Exhibit 4.) 30. HAZAK pursued a damage claim against Beshmada in bankruptcy court for damages arising from the wrongful assignment of Beshmada’s interests to NADER/SISKO. The bankruptcy court concluded, inter alia, that while Beshmada’s pledge of its interests in Fifth Avenue LLC was in fact a breach of the Operating Agreement, HAZAK could not prove causation for its damages and HAZAK’s claim for damages were disallowed. 31. In 2012, HAZAK sued NADER/SISKO for the same damages sought unsuccessfully from Beshmada in bankruptcy court (“the 2012 NY Damages Action”). The New York court concluded that HAZAK was collaterally estopped from raising the same claims against NADER/SISKO and that suit was dismissed. 32. NADER/SISKO filed the California action in February 2012, seeking to collect on the Guaranty. The trial court ordered the case stayed pending resolution of the New York state court action as to whether HAZAK was in default under the Operating Agreement, 7 8 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 stating that resolution of that issue was a condition precedent to any action seeking to enforce the guaranty. 33. NADER/SISKO appealed the order granting the stay. The California Court of Appeal (4™ District) affirmed the lower court’s ruling granting the stay, holding in pertinent part: “Further, defendants [Hazan and Shavolian] are not being sued by Beshmada, the original beneficiary of the guaranty, but by plaintiffs [NADER/SISKO]. Absent a valid assignment from Beshmada to plaintiffs, they cannot sue under the guaranty. Even if the default issue could be decided without stepping on the toes of the New York courts, a California court certainly cannot decide the validity of the assignment, which has already been addressed by one New York court, without doing so.” (A true and correct copy of the opinion of the California Court of Appeal, 4" District, in case no. G048276 is attached hereto as Exhibit 5.) 34. In the meantime, after HAZAK’s damage claims against Beshmada in bankruptcy court were disallowed, HAZAK became liable to the bankruptcy trustee for attorney’s fees incurred in Beshmada’s defense of the claims. HAZAK and the bankruptcy trustee reached a settlement and compromise of HAZAK’s attorney fee liability (the “Bankruptcy Settlement”), which involved a transfer AS IS of whatever interest Beshmada may have retained in Fifth Avenue LLC. 35. The Bankruptcy Settlement was approved by order of the United States Bankruptcy Court, Central District of California and signed by counsel for NADER/SISKO, among others. The order approving the Bankruptcy Settlement explains that the transfer of Beshmada’s interest in Fifth Avenue LLC as an AS IS transfer excludes those assets NADER/SISKO claimed it purchased through the Partial Settlement Agreement in Beshmada’s bankruptcy proceeding (but still subject to any future court ruling). 8 9 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 36. Importantly, the bankruptcy court’s order excluded from the AS IS transfer (1) whatever interest Beshmada retained in the Guaranty and (2) whatever rights it retained to the True-Up Contribution under the Fifth Avenue LLC Operating Agreement. The preceding two items were identified as the “Excluded Property,” but per the expressed terms of the bankruptcy court’s order the Excluded Property was only to be excluded if a court ruled that they were properly owned by NADER/SISKO. 37. Specifically, the bankruptcy court ordered that “unless a Court of competent jurisdiction adjudicates, decrees, rules or determines pursuant to an order, decree or judgment, the operation or effect of which has not been reversed, stayed, modified or amended, and as to which order, decree or judgment (or any revision, modification or amendment thereof), the time to appeal or seek review or rehearing has expired and as to which no appeal or petition for review or rehearing has been taken or is pending, that the Excluded Property, or any part thereof, is owned or held by Nader and Sisko, or any of them, then such Excluded Property shall be deemed transferred, pursuant to the terms and conditions of the Agreement, to HAZAK Associates, LLC.” (A true and correct copy of the order of the U.S. Bankruptcy Court on June 7, 2016, approving the Bankruptcy Settlement is attached hereto as Exhibit 6; a true and correct copy of the Bankruptcy Settlement is attached hereto as Exhibit 7.) 38. At the time the bankruptcy court approved the terms of the Bankruptcy Settlement, the issue of the assignment of the True-Up provision and the Guaranty via the Partial Settlement Agreement was pending appeal in the First Department of the Appellate Division of the New York Supreme Court based upon a suit brought by NADER/SISKO against HAZAK seeking a declaratory judgment that HAZAK had breached the True-Up Contribution provision, thereby triggering the Guaranty. 39. On April 13, 2017, the New York appellate court issued its decision, holding 9 10 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 inter alia as follows: “The entire assignment in the partial settlement agreement is null and void. The operating agreement bars an assignment of Beshmada’s “Interest” without defendant’s [HAZAK’s] consent, and plaintiff [NADER and SISKO] knew that [HAZAK] never consented to the assignment in the partial settlement agreement. We have considered [NADER AND SISKO’s] arguments regarding the assignment, including that the assignment of the true-up provision should be considered as a separate, severable assignment, and find them unavailing.” (Emphasis added.) (A true and correct copy of the New York appellate court’s decision and order of April 13, 2017, is attached hereto as Exhibit 8 and incorporated herein by reference.) 40. As set out above, a New York trial court has determined NADER/SISKO is not the assignee of the membership interest of Beshmada because the transfer was without HAZAK’s consent and under the Operating Agreement such transfer is null and void. (See the NY Declaratory Judgment Action discussed supra § 29.) There was no appeal from this decision. As such, HAZAK is now the assignee of all of Beshmada’s membership interest pursuant to the Bankruptcy Settlement Agreement. 41. And as set out above, the First Department has ruled definitively that the assignment of the True-Up Provision under the Partial Settlement Agreement was similarly null and void because all assignments under the Partial Settlement Agreement are null and void. The appellate court reached that determination based on its conclusion that the Partial Settlement Agreement was not severable into separate assignments and thus all assignments were null and void. As such, HAZAK is now the assignee of the True-Up Provision pursuant to the Bankruptcy Settlement Agreement 42. Because NADER/SISKO only alleges an assignment of the Guaranty under the Partial Settlement Agreement, the ruling of the New York appellate court, which renders 10 11 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 any assignment under the Partial Settlement Agreement null and void, represents a final adjudication by a court of competent jurisdiction that the rights NADER/SISKO claim to the True-Up Contribution and the Guaranty are not held by NADER/SISKO. Thus, by the terms of the Bankruptcy Settlement and order of the Bankruptcy Court approving the same, the rights are deemed to have been transferred from Beshmada to HAZAK. 43, Notwithstanding the above, California Superior Court Judge Servino, the new judge assigned to the California litigation after the New York appellate court affirmed the stay, effectively ignored the New York court’s ruling that “[t]he entire assignment in the Partial Settlement Agreement is null and void” and granted NADER/SISKO’s motion for summary judgment predicated upon the erroneous conclusion that NADER/SISKO were assignees of the Guaranty by virtue of the Partial Settlement Agreement assignment. 44. DAN SHAVOLIAN intends to appeal Judge Servino’s Summary Judgment Decision to the California appellate court. FIRST CAUSE OF ACTION (For Declaratory Relief Against NADER/SISKO 45. DAN SHAVOLIAN and HAZAK refer to all preceding paragraphs of this complaint and incorporate the allegations contained in said paragraphs herein as if set forth in full. 46. An actual controversy has arisen and now exists between DAN SHAVOLIAN, HAZAK, and NADER/SISKO in that HAZAK now contends that it holds the rights to the True-Up Contribution and the Guaranty pursuant to the Bankruptcy Settlement. NADER/SISKO contend that, notwithstanding the New York appellate court’s ruling that any purported assignment under the Partial Settlement Agreement was null and void, the Guaranty was nonetheless transferred to them pursuant to the Partial Settlement Agreement. As such, 11 12 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 they contend that they may proceed to enforce the Guaranty against DAN SHAVOLIAN. HAZAK contends that the Guaranty could not have been transferred pursuant to the Partial Settlement Agreement and as such the Guaranty and any rights to any payment set forth therein belong to HAZAK. 47. HAZAK and DAN SHAVOLIAN desire a judicial determination of the parties’ respective rights and duties and in particular a judicial determination and judgment that NADER/SISKO are not assignees of the Guaranty. 48. HAZAK also seeks a separate judicial determination that all rights to the Guaranty were transferred to HAZAK as part of the Bankruptcy Settlement, as evidenced by the New York appellate court’s ruling that any assignment of the Partial Settlement Agreement was null and void. SECOND CAUSE OF ACTION (For Injunctive Relief Against NADER/SISKO 49. DAN SHAVOLIAN and HAZAK refer to all preceding paragraphs of this complaint and incorporate the allegations contained in said paragraphs herein as if set forth in full. 50. Until such time as the California appellate court reverses Judge Servino’s Summary Judgement Decision, DAN SHAVOLIAN may be subject to collection efforts in New York, where DAN SHAVOLIAN’s assets are mostly located, by NADER/SISKO wielding Judge Servino’s Summary Judgment Decision. 51. DAN SHAVOLIAN seeks, and is entitled to, injunctive relief preventing the enforcement of Judge Servino’s Summary Judgment Decision in the State of New York. WHEREFORE, Plaintiffs pray for judgment as follows: L. For a judicial determination of the parties’ respective rights and duties and in 12 13 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 particular a judicial determination and judgment that NADER/SISKO are not assignees of the Guaranty; further, that all rights to the Guaranty were transferred to HAZAK as part of the Bankruptcy Settlement, as evidenced by the New York appellate court’s ruling that the Partial Settlement Agreement was null and void and assigned nothing to NADER/SISKO; and, that only HAZAK has the right, if any, to enforce the terms of the Guaranty. 2. For an injunction precluding any enforcement and/or collection efforts predicated upon Judge Servino’s Summary Judgment Decision. 3. For costs of suit incurred herein; 4. For reasonable attorney’s fees as provided for by statute or contract; and 3 For such other and further relief as the Court may deem just and proper. Dated: August 31, 2017, Brooklyn, New York /8/ David Yerushalmi David Yerushalmi, Esq. Counsel for Plaintiffs 640 Eastern Parkway Suite 4C Brooklyn, New York 11213 Telephone Number: 646.262.0500 Facsimile: 801.760.3901 Email: david.yerushalmi@verizon.net To be served upon Defendants via the Secretary of State pursuant to N.Y. Ltd. Liab. Co. Law § 303. 13 14 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. €55633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 VERIFICATION STATE OF NEW YORK ) ) ss. COUNTY OF NASSAU ) DAN SHAVOLIAN, individually and on behalf of HAZAK ASSOCIATES, LLC, as its managing member, being duly affirmed, deposes and says that deponent has read the within Verified Complaint and knows the contents thereof; that the matters alleged therein are true to deponent’s knowledge except as to matters stated to be alleged on information and belief and that as to such matters deponent believes the matters set forth to be true. The grounds for deponent’s belief as to such matters are personal inquiry. This submission is not frivolous as defined under 22 NYCRR 130.1. DAN SHAVOLIAN executes this verification on behalf of himself and on behalf of HAZAK ASSOCIATES, LLC, because HAZAK ASSOCIATES, LLC, isa New York limited liability company and DAN SHAVOLIAN is its managing member. Dan Shavolian STATE OF NEW YORK ) )ss. COUNTY OF NASSAU ) On the 31st day August, 2017, before me, the undersigned, personally appeared Dan Shavolian, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the entity upon behalf of which the individual acted, executed the instrument. 7 Bitterman 02BI4858669 Commission Expires 9/1/18 Certified in Nassau County V-1 15 of 16 (FILED: NEW YORK COUNTY CLERK 08/31/2017 03:53 PM INDEX NO. 655633/2017 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 08/31/2017 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK DAN SHAVOLIAN and HAZAK VERIFIED COMPLAINT ASSOCIATES, LLC, Plaintiffs, Index No. Vv. Date Filed: ,2017 NADER & SONS, LLC, a limited liability company; and SISKO ENTERPRISES LLC, a limited liability company, Defendants. Attorneys for the Plaintiff: LAW OFFICES OF DAVID YERUSHALMI, P.C. David Yerushalmi, Esq. 640 Eastern Parkway Suite 4C Brooklyn, New York 11213 Telephone Number: 646.262.0500 Facsimile: 801.760.3901 david.yerushalmi@verizon.net 16 of 16 A T T O R N E Y S AT L A W O N E C A L I F O R N I A PL AZ A, 37 TH F L O O R 30 0 S O U T H G R A N D A V E N U E HI LL , F A R R E R & B U R R I L L LL P A UM IT ED LI AB IL IT Y PA RT NE RS HI P LO S AN GE LE S, CA LI FO RN IA 90 07 1- 31 47 S O 0 a 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PROOF OF SERVICE I, Susie Pierce, declare: I am a resident of the state of California and over the age of eighteen years, and not a party to the within action; my business address is Hill, Farrer & Burrill LLP, One California Plaza, 300 S. Grand Ave., 37th Floor, Los Angeles, California 90071-3147. On September 19, 2017, I served the within documents: PLAINTIFFS' NOTICE OF MOTION AND MOTION FOR ATTORNEYS FEES; DECLARATIONS OF NEIL D. MARTIN AND JEREMY COHEN IN SUPPORT [] electronic mail the document(s) listed above to the email address(es) set forth below on this date before 5:00 p.m. by placing the document(s) listed above in a sealed envelope with postage thereon fully prepaid, in the United States mail at Los Angeles, California addressed as set forth below. [] by placing the document(s) listed above in a sealed GSO envelope and affixing a pre-paid air bill, and causing the envelope to be delivered to a GSO agent for delivery. [] by personally delivering the document(s) listed above to the person(s) at the address(es) set forth below. Shab D. Kerendian, Esq. Attorneys for Defendants Craig Cawlfield, Esq. Jack Hazan and Dan Shavolian KERENDIAN & ASSOCIATES, INC. 11755 Wilshire Boulevard, 15th Floor Los Angeles, California 90025 Phone: (310) 914-4143 Fax: (310) 914-5441 E-mail: SE noam.con E-mail: craig(@kalawcorp.com I am readily familiar with the firm's practice of collection and processing correspondence for mailing. Under that practice it would be deposited with the U.S. Postal Service on that same day with postage thereon fully prepaid in the ordinary course of business. I am aware that on motion of the party served, service is presumed invalid if postal cancellation date or postage meter date is more than one day after date of deposit for mailing in affidavit. I declare under penalty of perjury under the laws of the State of California that the above is true and correct. Executed on September 19, 2017, at Los Angeles, California. 4 Susie Pierce HFB 1801288. 1 H0374005 PROOF OF SERVICE