10000002119

Page 1 of 3
[APPLICATION FOR PREJUDGMENT

INTEREST, ATTORNEYS FEES AND
COSTS
FREEBORN & PETERS LLP
JASON R. KLINOWSKI, ESQ.
311 SOUTH WACKER DRIVE, SUITE 3000
CHICAGO, ILLINOIS 60606
TEL: (312) 360-6000 FAX: (312) 360-6570
UNITED STATES BANKRUPTCY COURT
WESTERN DISTRICT OF TEXAS
In Re: )
) Case No. 5:12-BK-50073-LMC
DELTA PRODUCE, LP, et al.
Debtor.
)
)
)
Chapter 11
Jointly Administered
APPLICATION FOR PREJUDGMENT
INTEREST, ATTORNEYS FEES AND COSTS
Muller Trading Company Inc. (the Claimant), by and through its undersigned attorney,
moves this Honorable Court, pursuant to this Honorable Courts August 23, 2012 Order [D.E.
#288] to enter an Order granting Claimants request for reimbursement for its reasonable
attorneys fees and costs incurred in the above captioned matter, in support of said application
Claimant states as follows:
1. On August 23, 2012, this Honorable Court entered an Order, inter alia, directing
the Claimant to submit its petition for attorneys fees and costs within 21 days of the entry of the
order. [D.E. #288].
2. Accordingly, Claimant hereby submits the detailed billing statements and
declarations of Claimants Counsel verifying the amounts of attorneys fees and costs the
Claimant incurred in the instant action and for which the Claimant seeks reimbursement under
the terms of the parties underlying transactions. See Declarations of Eric Muller, Jason R.
Klinowski, and Bruce W. Akerly with respective exhibits, and Claimants Memorandum of Law
in support of the instant Application for Prejudgment Interest, Attorneys Fees and Costs, which
were filed concurrently herewith.
A. F&P Time: $13,917.50
B. Local Counsel Time: $11,278.50
12-50073-lmc Doc#301 Filed 09/12/12 Entered 09/12/12 23:38:48 Main Document Pg 1 of
3
Page 2 of 3
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
C. F&P Costs: $44.51
D. Local Counsel Costs: $1,400.39
E. Estimated additional attorneys fees through September 2012: $2,234.00
TOTAL FEES & COSTS: $28,874.90
3. Further pursuant to the parties contract, Claimant hereby respectfully requests its
outstanding prejudgment interest, at the parties contract rate of 1.5% per month (18% APR), in
the current amount of $3,108.37 to be included in the judgment amount.
. FOR THESE REASONS, the Claimant respectfully requests this Honorable Court to
enter a judgment in favor of the Claimant, and against the Debtors, Delta Produce LP, Delta
Produce Management LLC, Superior Tomato-Avocado Ltd. (collectively Debtors), in the
current amount of $31,983.27, plus further interest and attorneys fees incurred hereafter.
DATE: September 12, 2012
Respectfully submitted,
MULLER TRADING COMPANY, INC.
/s/ Bruce W. Akerly
Bruce W. Akerly
CANTEY HANGER LLP
1999 Bryan Street, Suite 3300
Dallas, Texas 75201
Telephone: (214) 978-4100
Facsimile: (214) 978-4150
bakerly@canteyhanger.com
Attorney for the Claimant
and
Jason R. Klinowski, Esq.
(Application for Pro Hac Vice Forthcoming)
311 S. Wacker Dr., Suite 3000
Chicago, Illinois 60606
3
Page 3 of 3
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
Telephone: (312) 360-6000
Facsimile: (312) 360-6570
jklinowski@freebornpeters.com
Attorneys for the Claimant
CERTIFICATE OF SERVICE
I hereby certify that a true and accurate copy of the foregoing, along with any and all
exhibits thereto, if any, was filed and served upon all counsel of record properly registered with
the Courts CM/ECF system this 12th day of September, 2012:
/s/ Bruce W. Akerly
Bruce W. Akerly
CANTEY HANGER LLP
Dallas, Texas 75201
Telephone: (214) 978-4100
Facsimile: (214) 978-4150
Attorney for the Plaintiff
2707147v1/28551-0001
3
Page 1 of 7
MEMORANDUM OF LAW IN SUPPORT
OF APPLICATION FOR PREJUDGMENT
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
In Re: )
) Case No. 5:12-BK-50073-LMC
Debtor.
)
)
)
Chapter 11
MEMORANDUM OF LAW IN SUPPORT OF
APPLICATION FOR PREJUDGMENT INTEREST, ATTORNEYS FEES AND COSTS
Muller Trading Company, Inc. (Claimant) by and through its undersigned attorney,
moves this Honorable Court, pursuant to this Honorable Court's August 23, 2012 Order [D.E.
288], to enter an Order granting Plaintiffs request for the recovery of its outstanding prejudgment
interest, reasonable attorneys' fees and costs incurred in the above captioned matter, in support of
said motion Plaintiff states as follows:
ARGUMENT
Utilizing the "lodestar" method, this Honorable Court should find that the Claimant' fees
are reasonable. A lodestar determination of is at twofold inquiry- "the proven number of hours
reasonably expended on the case by an attorney, multiplied by his court-ascertained reasonable
hourly rate." Adcock-Ladd v. Secretary of Treasury, 227 F.3d 343, 349 (6
th
Cir. 2000). The
factors which the district court may consider in determining the basic lodestar fee include the
following:
(1) the time and labor required by a given case;
(2) the novelty and difficulty of the questions presented;
(3) the skill needed to perform the legal service properly;
(4) the preclusion of employment by the attorney due to acceptance of the case;
12-50073-lmc Doc#301-1 Filed 09/12/12 Entered 09/12/12 23:38:48 Supplement Memo of
Law Pg 1 of 7
Page 2 of 7
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
(5) the customary fee;
(6) whether the fee is fixed or contingent;
(7) time limitations imposed by the client or the circumstances;
(8) the amount involved and the results obtained;
(9) the experience, reputation, and ability of the attorneys;
(10) the 'undesirability' of the case;
(11) the nature and length of the professional relationship with the client; and
(12) awards in similar cases.
Id. (citing Johnson v. Georgia Highway Express, 488 F.2d 714, 717-19 (5
th
Cir. 1974) cited by
Hensley v. Eckerhart, 461 U.S. 424, 434 (1983)). One important Johnson factor is the result
achieved. "Where a plaintiff has obtained excellent results, his attorney should recover a fully
compensatory fee." Hensley, 461 U.S. at 435. Each of these factors will be applied in order as
follows:
1) TIME AND LABOR REQUIRED
Despite any assertions to the contrary, this was an intensive and complex litigation which
required legal action before this Honorable Court. As a direct result of the Debtors failure to
cooperate and in this litigation, the Claimant was forced to incur the costs associated with
obtaining a Temporary Restraining Order (TRO) to prevent the Debtors continued dissipation
of the PACA trust and other related litigation. As a direct result of the TRO, Claimant was able
to compel the Debtors bank to freeze $1,247,842.77, which ensured that the Debtors filed
bankruptcy with cash still in their possession, custody and control. In light of the above, it is
reasonable to conclude that the Claimants time and labor expenditure was both high and critical
to the outcome of this action.
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Page 3 of 7
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
2) NOVELTY AND DIFFICULTY OF THE QUESTIONS
PACA trust law is a fairly unique area of the federal litigation. The skills required to
determine the validity of these PACA trust claims do require some specialized knowledge of the
workings of PACA trust, USDA regulations and the ability to read a federal statute and the
volumnes of case law interpreting the same.
3) REQUISITE SKILLS TO PERFORM THE LEGAL SERVICES
The Claimants' lead and local counsel were required to be skilled in both PACA and
commercial litigation matters. To this end, both Claimants lead and local counsel are
experienced Federal Court litigator who focuses significant amounts of their practice to creditors'
rights under PACA. The Claimants' counsel is therefore highly skilled in the substantive law of
PACA and federal litigation, including the TRO and PACA Claims Procedure process.
4) PRECLUSION OF OTHER EMPLOYMENT BY ATTORNEY DUE TO
ACCEPTANCE OF CASE
Not applicable. While neither the Claimants' lead or local counsel were precluded from
accepting other employment, their respective time and resources were predominantly consumed
in filing the TRO and Complaint in the initial stages of the litigation.
5) CUSTOMARY FEE FOR SIMILAR WORK IN COMMUNITY
Lead Counsel for the Claimant' billing rates of $350.00 per hour in the greater
Chicagoland area are either at or below the customary rate charged by similar firms or attorneys
in the practice of federal court litigation. Similarly, Local Counsel for the Claimant' billing rates
of $385.00 per hour are either at or below the customary rate charged by similar firms or
attorneys in the practice of federal court litigation. Importantly, the current customary rate
charged by similar firms practicing in the area of PACA trust enforcement is often as high as
$395.00 per hour.
Law Pg 3 of 7
Page 4 of 7
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
6) WHETHER FEE IS FIXED OR CONTINGENT
The Claimant incurred its fees and costs on a traditional hourly basis.
7) TIME LIMITATIONS IMPOSED BY CLIENT OR CIRCUMSTANCES
Given the time-sensitive nature the TRO application and the Debtors pending financial
insolvency, the initial time limitations imposed by the circumstances were great. The Debtor
was likely to dissipate any and all remaining PACA trust assets and continue making payments
to unsecured third party creditors. The Claimant was also informed and believed that the
Debtors were allowing parties to reclaim products from the Debtors warehouse prior to the
TRO. Against this backdrop, the Claimant had to quickly act before all recoverable assets were
either transferred to third parties or otherwise placed outside of the PACA trust beneficiaries'
reach. The foregoing circumstances required immediate and diligent action and the Claimants
took an early lead responsibility for the same.
8) THE AMOUNT INVOLVED AND RESULTS OBTAINED
As of the date of filing this motion, there are $1,778,363.89 in PACA claims, the
recovery of PACA trust assets from the Claimants TRO amounted to $1,247,842.77. Simply
put, the Claimants early efforts resulted in the recovery of no less than $1,247,842.77 for the
benefit of all the PACA trust beneficiaries herein. As a result, instead of writing off these unpaid
invoices as complete financial losses, each PACA trust claimant will receive an immediate share
of the PACA Trust assets to satisfy a portions of their unpaid invoices. The aforementioned
recovery on the trade debt at issue is a major value and benefit for all PACA trust claimants
especially in light of the Debtors insolvent condition.
9) EXPERIENCE, REPUTATION AND ABILITY OF ATTORNEYS
Both the Claimants lead and local have extensive experience in federal litigation matters.
Law Pg 4 of 7
Page 5 of 7
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
Jason R. Klinowski is an associate attorney at Freeborn & Peters LLP, serves as the Claimants
lead attorney and possesses over 8 years of litigation experience in both state and federal courts,
and particularly PACA-related litigation matters. Bruce W. Akerly, a partner at Cantey Hanger
LLP, has 30 years of litigation experience in general and commercial litigation law in both state
and federal courts.
In this case, there was a clear division of labor between Messrs. Klinowski and Akerly to
ensure there was no duplication of efforts. The Claimant retained Mr. Akerly to handle the
procedural aspects of the district court action and to ensure compliance with this Honorable
Court's local rules and procedures. Mr. Akerly was instrumental in formulating strategy
throughout the litigation process, revising pleadings to comply with Texas procedural rules, and
in attending all court appearances to avoid travel expenses. Mr. Klinowski primarily handled the
substantive legal research, drafting all motions, including the TRO and the required
memorandums of law to support such motions. The Claimant' lead and local counsel were all
sufficiently experienced to handle the delegated tasks in this litigation.
10) "UNDESIREABILITY" OF THE CASE
Not applicable. As this case involved the Claimant' lead counsel's standard area of
practice, this case was desirable.
11) NATURE AND LENGTH OF RELATIONSHIP BETWEEN CLIENT AND
ATTORNEY
Claimant has worked with Freeborn & Peters LLP on previous occasions and regularly
employ the services of Jason R. Klinowski for their PACA trust enforcement needs.
12) AWARD IN SIMILAR CASE
The undersigned counsel has provided an affidavit attesting to the legal work performed,
time expended, hourly rates, billing practices and the reasonableness of the legal work performed
Law Pg 5 of 7
Page 6 of 7
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
by Freeborn & Peters LLP. A true and accurate copy of all Freeborn & Peters LLPs relevant
billing statements are attached hereto as Exhibit A. In addition, local counsel for the Claimant
has provided an affidavit attesting to the legal work performed, time expended, hourly rates,
billing practices and the reasonableness of the legal work performed by the Cantey Hanger,
L.L.P. A true and accurate copy of all relevant billing statements from Cantey Hanger are
attached hereto as Exhibit B. Based on these billing statements and the declarations, the
Claimant respectfully requests this Honorable Court apply the reasonable hours and rates as
verified in their respective billing statements to calculate the appropriate lodestar in this case.
MULLER TRADING COMPANY, INC.
/s/ Bruce W. Akerly
Bruce W. Akerly
CANTEY HANGER LLP
Dallas, Texas 75201
Telephone: (214) 978-4100
Facsimile: (214) 978-4150
and
(Applications for Pro Hac Vice Forthcoming)
311 S. Wacker Dr., Suite 3000
Telephone: (312) 360-6000
Facsimile: (312) 360-6570
jklinowski@freebornpeters.com
Attorneys for the Claimant
Law Pg 6 of 7
Page 7 of 7
COSTS
TEL: (312) 360-6000 FAX: (312) 360-6570
CERTIFICATE OF SERVICE
I hereby certify that a true and accurate copy of the foregoing, along with any and all
exhibits thereto, if any, was filed and served upon all counsel of record properly registered with
the Courts CM/ECF system this 12th day of September, 2012:
/s/ Bruce W. Akerly
Bruce W. Akerly
CANTEY HANGER LLP
Dallas, Texas 75201
Telephone: (214) 978-4100
Facsimile: (214) 978-4150
Law Pg 7 of 7
Exhibit A
12-50073-lmc Doc#301-2 Filed 09/12/12 Entered 09/12/12 23:38:48 Exhibit A to Memo of
Law Pg 1 of 23
Law Pg 2 of 23
- -
.
Attorneys at Law
311 South Wacker Drive
Suite 3000
Chicago, Illinois 60606-6677
Tel 312.360.6000
Chicago
Springfield
Eric Muller
Muller Trading Company Inc.
545 N. Milwaukee A venue
Suite 201
Libertyville, IL 60048
Statement No. 100058455
FEIN #36-3238755
Re: Delta Produce
Client Matter ID No. 28551-0001
Freeborn & Peters LLP
February 24, 2012
FOR PROFESSIONAL SERVICES RENDERED AND EXPENSES INCURRED
THROUGH DECEMBER 31,2011 :
FEES FOR THIS STATEMENT
DISBURSEMENTS
TOTAL AMOUNT OF CURRENT STATEMENT
BALANCE DUE
$4,301.00
0.00
4,301.00
$4.301.00
1111111111111111111111111111111111111111111111111111111

INTEREST OF 1.5% PER MONTH WILL BE ADDED AFTER 30 DAYS
Law Pg 3 of 23
2 February 24, 2012
Statement No: 100058455
For professional services rendered with regard to:
Re: Delta Produce
Dec 29,2011 RTK
Dec 29,2011 JRK
Dec 29, 2011 JRK
Dec 29,2011 JRK
Dec 29, 2011 JRK
Finalized temporary restraining order documents
for filing, meetings with Jason Klinowski regarding
the same, send to Bruce Akerly for filing (2);
prepared notices of related lawsuits and entry of
temporary restraining order(1.2).
Conference with local counsel and co-counsel to
discuss addition of certain principals to case and
timing of same (.3); conference with local counsel
to confirm filing of complaint (.1 ); conference with
client to discuss initial case facts and initial
prosecution strategy (.3); conference with co-
counsel to provide direction for preparing the
necessary pleadings and priority of same (.2).
Multiple correspondence to client providing case
status updates and requesting additional information
(.3).
Prepared plaintiff's motion for P ACA claim
procedure (.6); prepared plaintiffs memorandum of
law in support ofPACA claims procedure (.9).
Multiple conferences with local counsel to discuss
case status and next steps (.4); conference with co-
counsel to discuss case status and the need to
prepare a notice of related cases and entry of a
temporary restraining order for immediate filing
(.3); conference with local counsel to discuss status
of temporary restraining order and service of same
(.2); conference with local counsel to confirm entry
of temporary restraining order ( .1 ); conference with
co-counsel to provide clear direction on prepared
temporary restraining order pleadings (.2).
3.20
0.90
0.30
1.50
1.20
Law Pg 4 of 23
3 February 24, 2012
Dec 29,2011 JRK Received and reviewed defendant's opposition to 0.40
temporary restraining order application (.3);
received and reviewed correspondence from
defendant's counsel objecting to temporary
restraining order ( .1 ).
Dec 29, 2011 JRK Modified proposed temporary restraining order to 0.40
increase likelihood of entry over debtor's objection
(.4).
Dec 30,2011 JRK Multiple conference with local counsel to discuss 1.20
case strategy and status (:4); multiple conference
with co-counsel to discuss action items and next
steps (.3); conference with defense counsel to
discuss temporary restraining order and the deposit
demanded therein (.2); conference with local
counsel to discuss status of service of temporary
restraining order on bank and the filing of the
related proof of service (.4); conference with co-
creditor counsel to discuss case status and next
steps (.1).
Dec 30,2011 JR.K Multiple correspondence to client providing case 0.20
status updates (.2).
Dec 30, 2011 JRK Prepare plaintiff proposed P ACA claims procedure 3.10
order (2.8); received and reviewed multiple new
orders entered in after we filed the P ACA cases
transferring and consolidating said cases into the
lead case with the law case number (.3).
Dec 30,2011 JRK Exchanged multiple correspondence with local 0.30
counsel discussing service of process and
settlement status (.3).
Law Pg 5 of 23
FEE SUMMARY
TIMEKEEPER
Kienzler, Richard T.
Klinowski, Jason R.
TOTAL HOURS
TOTAL FEES
4
HOURS
3.20
9.50
12.70
February 24, 2012
RATE
305.00
350.00
FEES
$976.00
$3,325.00
$4,301.00
TOTAL FEES AND DISBURSEMENTS $4,301.00
c:\bills\569325.bil/2569453vl
Law Pg 6 of 23
Attorneys at lAw
Suite3000
Chicago, Illinois
60606-6677
Tel312-360-6000
Fax 312-360-6520
Chicago
Eric Muller
545 N. Milwaukee Avenue
Suite 201
Statement No. 1 00060123
FEIN #36-3238755
Re: Delta Produce
April4, 2012
1111111 IIIII lllllllllllllllllllllllllllllllllllllllllll
Springfield FOR PROFESSIONAL SERVICES RENDERED AND EXPENSES INCURRED
THROUGH FEBRUARY 29, 2012:
PREVIOUS BALANCE
DISBURSEMENTS
$4,301.00
$5,233.00
$9,884.51
$15,117.51
OUTSTANDING STATEMENT RECAP
BILL DATE BILL # FEES COSTS
February 24, 2012 100058455 4,301.00 0.00
TOTAL OUTSTANDING AIR
TOTAL OUTSTANDING AND CURRENT AMOUNTS
PAYMENT DUE UPON RECEIPT.
BALANCE
PAID UNPAID
0.00 4,301.00
$4,301.00
$19,418.51
INTERESTOF1.5%PERMONTHWILLBEADDEDAFTER30DAYS.
Law Pg 7 of 23
2 April4, 2012
StatementNo: 100060123
Re: Delta Produce
Jan 3, 2012 JRK
Jan 3, 2012 JRK
Jan 3, 2012 JRK
Conference with local counsel to discuss temporary
restraining order strategy and turnover with bank
funds (.2); conference with co-counsel to discuss
appearance pleadings (.1 ); conference with local
counsel to discuss staffing and preparation for
upcoming preliminary injunction hearing (.2);
received and reviewed cases from local counsel
providing copies of recent pleadings to opposing
counsel (.1).
Received and reviewed court order reassigning case
to Judge Sparks (.1); follow-up conference with
local counsel to discuss efforts to confirm amounts
frozen in defendant's accounts and next steps (.2);
conference with local counsel discussing staffing
and appearance requirements for upcoming
personal injury hearing (.2); received and reviewed
correspondence to defendant's counsel requesting
he accept service of process (.1 ).
Conference with court to discuss the use of
technology and the need to file formal witness lists
and exhibits lists (.2); conference with staff to
obtain certificates of good standing to file with
admission pleadings (.6); received and reviewed
summary correspondence from co-creditor counsel
discussing case status (.3); conference with local
counsel and co-creditor's counsel to discuss
defendant's bankruptcy filing (.4).
0.60
0.60
1.70
Law Pg 8 of 23
3 April4, 2012
Jan 3, 2012 RTK Assembled information for admission to the 4.20
Western District of Texas; conferred with Jason
Klinowski regarding the same; reviewed
correspondence regarding the scheduled hearing on
Muller Trading Company's motion for a
preliminary injunction ( 4.2).
Jan 4, 2012 JRK Conference with local counsel to discuss defendants 1.00
recent bankruptcy filings (.2); conference with co-
counsel to discuss amending the complaint to add
individual defendants (.2); received and reviewed
defendant's motion to abstain from further action in
the district court(.4).
Jan4, 2012 JRK Conference with local counsel and co-creditor's 0.10
counsel to discuss defendant's motion to abstain (.1)
Jan 5, 2012 RTK Reviewed and analyzed various correspondence 1.20
between Jason Klinowski, Bruce Akerly and Craig
Stokes; reviewed DeltaProduce LP's motion for
abstention from the district court during the
pendency of the bankruptcy proceedings; telephone
call with Jason Klinowski and Bruce Akerly
regarding the substance of the status hearing before
Judge Sam Sparks (1.2).
Jan 5, 2012 JRK Conference with local counsel to discuss plaintiffs 0.80
objections to defendant's motion to abstain (.3);
extended conference with local counsel to discuss
outcome of preliminary injunction hearing an next
steps (.5).
Jan 5, 2012 JRK Conference with client to discuss defendant's 0.20
motion to abstain and impact on case (.2).
Jan 5, 2012 JRK Received and reviewed defendants motion to stay 0.30
case (.3).
Jan 6, 2012 JRK Conference with co-counsel and local counsel to 0.60
discuss next steps (.2); received and reviewed
multiple correspondence from various parties
discussing certain pleadings and next steps (.4).
Jan 8, 2012 JRK Conference with local counsel to discuss case status 0.30
and next steps (.2); received and reviewed
correspondence from defendant's counsel
discussing the temporary restraining order and
related pleadings (.1).
Law Pg 9 of 23
4 April4, 2012
Jan 9, 2012 JRK Received and reviewed multiple correspondence 0.80
from local counsel discussing case strategy (.3);
received and reviewed multiple correspondence
from opposing counsel discussing case status and
next steps (.2); conference with local counsel to
discuss language of any proposed order to ensure
the funds locked up under our temporary restraining
order remain frozen (.3).
Jan 11, 2012 JRK Received and reviewed court order halting district 0.30
court case in favor of bankruptcy and flagging
assets as trust assets ( .3).
(.1).
Jan 13, 2012 JRK Conference with client to discuss outcome of court 0.20
hearing (.2).
Jan 15, 2012 JRK Received and reviewed correspondence from local 0.30
counsel and opposing counsel discussing
segregation ofPACA trust assets (.3).
Jan 16, 2012 JRK Conference with opposing counsel to discuss recent 0.20
correspondence exchanges (.2).
Jan 18, 2012 JRK Conference with local counsel to discuss outcome 0.50
of cash collateral hearing (.2); received and
reviewed correspondence from opposing counsel
discussing objections to the P ACA claims
procedure order (.2); conference with client to
discuss case status (.1).
Jan19,2012 JRK Received and reviewed court order transferring case 0.10
to bankruptcy court (.1).
Jan 25,2012 JRK Conference with local counsel to discuss outcome 0.20
of hearing to install PACA claims procedure (.2).
Feb 8, 2012 JRK Conference with lead counsel to discuss case status 0.10
(.1).
Feb 16, 2012 JRK Conference with local counsel to discuss upcoming 0.10
filing dates (. 1 ).
filing deadlines (.2).
Feb 28,2012 JRK Conference with local counsel to confirm upcoming 0.10
deadlines (.1).
Law Pg 10 of 23
5
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
TOTAL HOURS
TOTAL FEES
HOURS
5.40
9.40
14.80
RATE
325.00
370.00
DISBURSEMENTS
Jan 3, 2012 JRK
Jan3,2012 KS
Jan 16,2012 JRK
Jan 31,2012 CRA
Feb 7, 2012 JRK
Air Express Delivery
Bruce W Akerly 63029
Bruce M Akerly 63029
Outside Legal Services
VENDOR: Cantey Hanger LLP; INVOICE#:
1304945; DATE: 1/16/2012
12/11 Legal services rendered
Certificate of Good Standing
VENDOR: Freeborn & Peters LLP; INVOICE#:
STMT01131112A; DATE: 1/31/2012
0 1/03 Certificates of Good Standing for Richard
Kienzler and Jason Klinowski
1305120; DATE: 2/7/2012
DISBURSEMENT SUMMARY
c:lbills\570993.bil /261 0617vl
TOTAL DISBURSEMENTS
TOTAL FEES AND DISBURSEMENTS
April4, 2012
FEES
$1,755.00
$3,478.00
$5,233.00
21.28
21.23
2,464.00
2.00
7,376.00
42.51
9,840.00
2.00
$9,884.51
$15,117.51
Law Pg 11 of 23
Attorneys at Law
Suite 3000
Tel 312.360.6000
Chicago
Springfield
2644289vl
Eric Muller
Suite 201
FEIN #36-3238755
Re: Delta Produce
Client MatteriDNo. 28551-0001
May 16, 2012
THROUGH MARCH 31,2012:
DISBURSEMENTS
BALANCE DUE
$1,397.00
1,021.39
2,418.39
$2.418.39
llllllllllll lllll lllll lllllllllllllll lllll lllllllllllll
Law Pg 12 of 23
Freeborn o Peters LLP
2 May 16,2012
Re: Delta Produce
Mar 2, 2012 JRK Prepared P ACA proof of claim for client execution 1.00
(.6); updated damages chart in preparation of
PACA proof of claim (1); prepare exhibits to
P ACA proof of claim(.3).
Mar2, 2012 JRK Conference with client to obtain signed affidavit 0.30
(.1); conference with local counsel to discuss filing
of the P ACA proof of claim (.2).
Mar 6, 2012 TLH Reviewed and categorized paca trust claims in 2.20
preparation for attorney review (.9); reviewed court
files for main and all jointly administered cases to
develop outline of key dates to utilize in litigation
chart (.8); drafted memorandum to lead counsel
regarding status of jointly administered cases and
PACA trust claims filed with the courts (.5).
Mar 6, 2012 JRK Conference with local counsel to confirm filing of 0.20
PACA claims (.2).
Mar 6, 2012 JRK Conference with paralegal to discuss case status 0.10
(.1 ).
Mar 15,2012 TLH Conference with lead counsel to discuss strategy 0.30
involving work assignment, review of P ACA trust
claims for potential objections, next steps (.3).
Mar 22,2012 TLH Reviewed and categorized pleadings in preparation 1.00
for attorney review (.5); reviewed court docket to
identify upcoming hearing and filing dates (.3);
updated docket to reflect all known deadlines (.2).
2644289vl
Law Pg 13 of 23
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
DISBURSEMENTS
3
Mar 8, 2012 JRK Outside Legal Services
HOURS
1.60
3.50
5.10
RATE
370.00
230.00
1306679; DATE: 3/8/2012
TOTAL DISBURSEMENTS
c:\bills\575978.bil
2644289vl
May 16, 2012
FEES
$592.00
$805.00
$1,397.00
1,021.39
1,021.39
$1,021.39
$2,418.39
Law Pg 14 of 23
Allomeys at Low
Suite 3000
Chicago, Illinois
60606-6677
Tel312-360.6000
Fax 312-360-6520
Chicago
Eric Muller
Suite 201
FEIN #36-3238755
Re: Delta Produce
June 11, 2012
lllllllllllllllllllllllllllllllllllllllllllllllllllllll
springfield FOR PROFESSIONAL SERVICES RENDERED AND EXPENSES INCURRED
THROUGH APRIL 30, 2012:
PREVIOUS BALANCE
DISBURSEMENTS
$2,418.39
$2,165.00
$575.50
$2,740.50
BILL DATE BILL# FEES COSTS
May 16,2012 100065108 1,397.00 1,021.39
BALANCE
PAID UNPAID
0.00 2,418.39
$2,418.39
$5,158.89
INTEREST OF 1.5% PER MONTH WILL BE ADDED AFTER 30 DAYS.
Law Pg 15 of 23
2 June 11, 2012
Re: Delta Produce
Apr2, 2012. TLH Conference with lead counsel to discuss strategy 0.20
involving upcoming court dates and deadlines,
work assignment and next steps (.2).
Apr 3, 2012 TLH Reviewed and categorized bankruptcy pleadings in 2.90
docket to identify upcoming hearing and filing
dates (.7); updated docket to reflect all known
deadlines (.3); review special counsel's objections
to claims with respect to Muller's claim (.5);
reviewed omnibus objections to certain PACA trust
claims with respect to Muller's claim (.5); draft
memorandum to lead counsel regarding objections,
additional items needed from client and need for
separate filing for attorneys fees (.3).
Apr 3, 2012 JRK Conference with local counsel to discuss objections 0.80
to client claims (.2); prepared correspondence to
paralegal directing her to docket response dates
(.1 ); prepared correspondence to client requesting
additional information (.1); received and reviewed
correspondence from client forwarding additional
back-up (.1); reviewed objections to client's PACA
claim (.3).
Apr 9, 2012 TLH Conference with lead counsel to discuss strategy 0.20
involving supplemental documents received from
client, upcoming court dates and deadlines, work
assignment and next steps (.2).
Law Pg 16 of 23
3 June 11, 2012
Apr 12, 2012 TLH Reviewed and categorized pleadings in preparation 1.10
updated docket to reflect all known deadlines (.1);
reviewed and categorized supplemental documents
from client regarding response to objections to
P ACA trust claims in preparation of attorney
review (.2); draft memorandum to lead counsel
regarding same (.3).
Apr 12, 2012 JRK Conference with paralegal to discuss case status and 0.20
next steps (.2).
Apr 16,2012 TLH Conference with lead counsel to discuss strategy 0.20
Apr 16,2012 JRK Prepared plaintiffs reply in support ofPACA claim 1.80
addressing the debtor's objections (1.8).
Apr 16, 2012 JRK Prepared correspondence to local counsel 0.10
forwarding plaintiffs reply for filing (.1 ).
Apr 18,2012 TLH Reviewed court docket to identify upcoming 1.50
hearing and filing dates (.3); updated docket to
reflect all known deadlines (.2); reviewed and
categorized pleadings in preparation for attorney
regarding all upcoming deadlines and conference
with local counsel (.2).
Apr 18, 2012 JRK Conference with paralegal to discuss case 0.10
management issues ( .1 ).
Apr 30, 2012 JRK Conference with local counsel to discuss deadline 0.10
to file generic proof of claim in the bankruptcy
court and the need to do the same (.1).
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
HOURS
3.10
6.10
9.20
RATE
295.00
205.00
FEES
$914.50
$1 ,250.50
$2,165.00
Law Pg 17 of 23
4
DISBURSEMENTS
Apr 6, 2012 JRK Outside Legal Services
1308213; DATE: 4/6/2012
03/ 12 Legal services rendered
c:\bills\S78267.bil
2657717vl
TOTAL DISBURSEMENTS
June 11, 2012
575.50
575.50
$575.50
$2,740.50
Law Pg 18 of 23
Attorneys at Law
Suite3000
Chicago, Ulinois 60606-6677
Tel 312.360.6000
Chicago
Springfield
Eric Muller
Suite 201
FEIN #36-3238755
Re: Delta Produce
July 27, 2012
THROUGH MAY 31,2012:
DISBURSEMENTS
BALANCE DUE
$598.50
549.00
1, 147.50
$1.147.50
Law Pg 19 of 23
2 July 27, 2012
Re: Delta Produce
May 1, 2012 JRK Conference with local counsel to confirm 0.10
bankruptcy claim form filing deadline (0.1).
May 2, 2012 JRK Conference with local counsel to discuss new 0.10
motion to convert case to chapter 7 (0.1 ).
May 9, 2012 TLH Reviewed court docket to identify upcoming 0.50
hearing and filing dates (0.2); updated docket to
reflect all known deadlines (0.1); reviewed and
review (0.2).
May 10,2012 TLH Reviewed bankruptcy court docket to identify 0.50
upcoming hearing and filing dates (0.2); updated
docket to reflect all known bankruptcy court
deadlines (0.1); reviewed and categorized
bankruptcy court pleadings in preparation for
attorney review (0.2).
May 10,2012 JRK Conference with local counsel to discuss status of 0.10
client disbursements (0.1 ).
May 14,2012 JRK Conference with local counsel to discuss hearing 0.20
date on outstanding PACA claim objections (0.2).
May 29,2012 TLH Reviewed court docket to identify upcoming 1.20
reflect all known deadlines (0.1 ); reviewed and
review (0.8).
Law Pg 20 of 23
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
DISBURSEMENTS
3
May 9, 2012 JRK Outside Legal Services
HOURS
0.50
2.20
2.70
RATE
295.00
205.00
1309452; DATE: 5/9/2012
TOTAL DISBURSEMENTS
c:\bills\581327 .bil
July 27, 2012
FEES
$147.50
$451.00
$598.50
549.00
549.00
$549.00
$1,147.50
Law Pg 21 of 23
Allomeys at Law
Suite 3000
Tel312.360.6000
Chicago
Springfield
FEIN #36-3238755
Eric Muller
Suite 201
Re: Delta Produce
Client Matter ID No. 2855 1-0001
Freeborn f::t Peters LLP
July 31,2012
THROUGH JULY 30, 2012:
DISBURSEMENTS
TOTALAMOUNTOFCURRENTSTATEMENT
BALANCE DUE
$223.00
308.00
531.00
$531.00
1111111111111111111111111111111111111111111111111111111
Law Pg 22 of 23
2 July 31,2012
Re: Delta Produce
Jun 4, 2012 TLH Reviewed court docket to identify upcoming 0.50
hearing and filing dates in adversary case (0.1 );
updated docket to reflect all known deadlines in
adversary case (0.1 ); reviewed court docket to
identify upcoming hearing and filing dates in
bankruptcy case (0.1 ); updated docket to reflect all
known deadlines in bankruptcy case (0.1); reviewed
and pleadings in bankruptcy case in
preparation for attorney review (0.1 ).
Jun 7, 2012 JRK Received and reviewed correspondence from
opposing counsel discussing the need to
compromise or settle some of the Debtor's
outstanding AIR (0.2).
Jun 11,2012 TLH Reviewed bankruptcy court docket to identify
upcoming hearing and filing dates (0.1 ); reviewed
and categorized bankruptcy court pleadings in
preparation for attorney review (0.2).
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
HOURS
0.20
0.80
1.00
RATE
295.00
205.00
0.20
0.30
FEES
$59.00
$164.00
$223.00
Law Pg 23 of 23
Freeborn &'Peters LLP
DISBURSEMENTS
Jun 12,2012 JRK
3
1310774; DATE: 6/12/2012
TOTAL DISBURSEMENTS
c:\bills\582181.biV2684332vl
July 31, 2012
308.00
308.00
$308.00
$531.00
Exhibit B
12-50073-lmc Doc#301-3 Filed 09/12/12 Entered 09/12/12 23:38:48 Exhibit B to Memo of
Law Pg 1 of 19
Law Pg 2 of 19
CANTEY -HANGER, L.L.P.
Attorneys at Law
MERIT AS Law Firms Worldwide
Cantey Hanger Plaza
600 W. 6th Street, Suite 300
Fort Worth, TX 76102
Telephone 817-877-2800
Muller Trading Company, Inc.
c/o Freeborn & Peters, LLP
311 South Wacker Drive, Suite 3000
Chicago, IL 60606
Attn: Jason R. Klinowski, Esq.
Re: Muller Trading Company, Inc. vs.
Delta Produce LP, Delta Produce
Management LLC, Walter Jensen,
Individually, Scott Jensen,
Individually, and Melinda
Day-Harper, Individually
Cause No. 11-cv-01114-SS; In the
U.S. District For for the Western
District of Texas
Your Client/Matter No. 28551/0001
Invoice
Invoice #
Date
MUL21 .BWA
Matter
1304945
01/16/12
104865
FEI#75-0756050
For professional services rendered as shown below. Unless indicated, this is an
interim billing and does not include work on other matters.
Payment is due upon receipt of this invoice. Please disregard "past due" amount
if you have sent your payment.
Thank you for allowing us to represent you.
Date Atty Description
12/28/11 BWA Telephone conference and emails with J.
Klinowski regarding back up facts for
litigation in San Antonio against Delta.
12/28/11 BWA Communications with R. Kienzler regarding
complaint.
12/28/11 BWA Review complaint and arrange for filing of
same.
12/28/11 MZ Efile Complaint and several initiating
documents per B. Akerly; obtain information
for preparing Summons and report findings to
Hours
.30
.10
.60
.so
Amount
115. so
38.50
231.00
70.00
Law Pg 3 of 19
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
12/29/11 MZ
12/29/11 MZ
12/30/11 MZ
B. Akerly.
Review and respond to communication from R.
Kienzler regarding amended complaint.
Review and make minor revisions to proposed
amended complaint and confer with M. Zastrow
regarding s filing same.
Conferenced with J. Klinowski regarding
filing of motion for TRO and related order.
Review form of motion for TRO, motion for
TRO, motion to consolidate hearing on PI with
trial on merits, and Order and revisions to
same and work with M. Zastrow to arrange for
filing.
Communication with R. Stokes regarding motion
for TRO and Order.
Communication with Judge regarding motion for
TRO and possible hearing on same.
Review and respond to email from C. Stokes
regarding request for TRO .
Prepare amended Certificate of Conference.
Communication with Judge Sparks chambers
regarding request for TRO and related issues.
Prepare amended certificate of conference
based on communications with counsel for
Delta Produce.
Communications with J. Klinowski regarding
status of TRO request.
Telephone conference with Judge Sparks
regarding TRO.
Review response in objection to TRO.
Communication with J. Klinowski regarding
conversation with Court and opposition to
TRO.
Efile Motion for TRO, Brief in Support of
Motion for TRO, TRO, Certificate of
Conference, Certificate of Service and Motion
to Consolidate Cases; contact the clerk's
office regarding location of case and
requirements to change to different division;
prepare and submit several Summons to the
clerk for issuance of same per B. Akerly.
Revise, scan and efile Notice of Related Case
and a Temporary Restraining Order in several
pending cases per B. Akerly.
Contact and arrange for TRO to be served on
International Bank of Commerce (IBC) in Port
... ... - ... .
Invoice #
Date
1304945
01/16/12
MUL21 .BWA
Matter 104865
Hours
.20
.40
.30
1.00
.10
.10
.10
.20
.20
.20
.20
.10
.20
.10
2.00
1.00
2.00
Amount
77.00
154 . 00
115. so
385.00
38.50
38.50
38 . 50
77.00
77.00
77.00
77.00
38.50
77.00
38.50
280.00
140.00
280.00
Law Pg 4 of 19
Date
Attorney
Atty Description
Lavaca and on the registered agent for IBC,
Dennis Nixon; efile Motions, Orders,
Memorandums in Support and Certificate of
Service regarding the PACA claims procedures
per B. Akerly.
TOTAL PROFESSIONAL HOURS/FEES
Summary of Professional Services
Staff Level Hours
Akerly, Bruce W.
Zastrow, Marie
Partner
Paralegal
4.40
5.50
EXPENSES
TOTAL EXPENSES
INVOICE TOTAL
PRIOR BALANCE
BALANCE DUE
Invoice #
Date
1304945
01/16/12
MUL21 .BWA
Matter 104865
Hours
9.90
Rate
385.00
140.00
Amount
$ 2,464.00
Amount
1,694.00
770.00
Amount
$ 00
$ 2,464 . 00
$ 00
$ 2,464.00
. : '
Law Pg 5 of 19
. ' : . . .. . .
CANTEY HANGER, L.L.P.
Attorneys at Law
Cantey Hanger Plaza
600 W. 6th Street. Suite 300
Muller Trading Company, Inc .
Chicago, IL 60606
Day- Harper, Individually
Cause No. 11-cv-01114- SS; In the
District of Texas
Invoice
Invoice #
Date
1305120
02/07/12
MUL21 .BWA
Matter 104865
FEI#75-0756050
Date Atty Descri pti on Hours Amount
1/03/12 BWA Attention to matters relating to service of
process and hearing on preliminary injunction
and communications with J. Klinowski
regarding same.
1/03/12 BWA Communications with IBC regarding TRO and
deposit account issues.
1/03/12 BWA Communications with J. Klinowski regarding
IBC contacts and deposit account.
1/03/12 BWA Communications with C. Stokes regarding
service of summons and Preliminary
.30 115.50
.30 115.50
. 30 115 . 50
.10 38.50
Law Pg 6 of 19
Date
1/03/12
, . ..
1/04/12
1/04/12
1/04/12
1/04/12
1/05/12
1/05/12
1/05/12
1/05/12
1/05/12
1/05/12
1/06/12
1/06/12
Atty Description
Injunction.
MZ Contact clerk's office regarding hearing and
document requirements; contact various IBC
bank locations for branch managers; contact
head office for IBC for legal department
information; report findings to B. Akerly.
BWA Investigate bankruptcy filings of Delta
Produce and Superior Tomato and communication
with J. Klinowski regarding same and options
going forward.
BWA Review and respond to email from J. Kl inowski
regarding options email and going forward.
BWA Review suggestions of bankruptcy filed by
Delta Produce and communications with J.
Klinowski regarding same.
MZ Several calls to chambers regarding
preliminary injunction hearing; prepare
drafts of Notices of Appearance for Delta
Produce L.P., Superior Tomato- Avocado and
Atled bankruptcy cases and forward to B.
Akerly for review.
MZ Scan and efile Notice of Appearance in Delta
Produce, L.P., Superior Tomato-Avocado and
Atled, Ltd. bankruptcy cases per B. Akerly.
BWA Telephone conference with J. Klinowski
regarding lift stay and other issues and
abstention motion of Delta.
BWA Telephone conference with C. Stokes
(multiple) regarding abstention and
acceptance of service of process.
BWA Telephone conference with Judge Spark's
office regarding hearing on PI request.
BWA Review Motion to Abate proposed by C. Stokes.
regarding possible removal of federal action.
BWA Attend hearing on PI and other matters in
Austin, Texas for client, meeting with
counsel for Delta, review documents provided
by Delta, telephone conference with J.
Klinowski regarding outcome of hearing
(including 2 . 50 hours travel time).
BWA Follow up with counsel for Delta on cash
collateral order and proposed abstention
orders and communication with client/J.
BWA Review and make revisions to proposed
Invoice #
Date
MUL21 .BWA
Matter
Hours
2.00
.30
.20
.30
1.80
.90
.20
.10
.10
.30
.20
. .. . ..... : .. . ... .. .
1305120
02/07/12
104865
Amount
300.00
115.50
77.00
115.50
270.00
135.00
77.00
38.50
38.50
115 . 50
77.00
5.00 1,925.00
.20 77.00
.50 192 .so
Law Pg 7 of 19
abstention order.
1/10/12 BWA Review proposed order on transfer and freeze
on PACA funds and make suggested changes to
same.
1/10/12 BWA Communications with counsel for Delta
regarding transfer, PACA funding issues.
". 1:/ 10/12 BWA Communications with J : Klinowski regarding
PACA funding and transfer order.
1/12/12 BWA Review notices of hearing and pleadings filed
relating to bankruptcy and communications
with J. Klinowski regarding same.
1/13/12 BWA Review first day motions, including Motion to
Use Cash Collateral, Motion for Joint
Administration.
1/13/12
1/13/12
1/16/12
1/16/12
1/17/12
1/17/12
1/19/12
1/19/1.2
1/19/12
1/19/12
1/23/12
1/23/12
1/23/12
1/24/12
1/24/12
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
Attend hearing on use of cash collateral and
related first day motions of debtors
(telephone) .
Report to J. Klinowski regarding hearing on
first day motions.
Review email and attached documents from R.
Goldman relating to proposed PACA claim
procedure and related issues involving cash
collateral.
Telephone conference with J. Klinowski
regarding cash collateral issues.
Attend hearing on cash collateral.
Communication with J. Klinowski -regarding
hearing on cash collateral.
Review transfer orders on civil actions.
Confirm service of process issues on
defendant in civil action.
Review Motion to Set Claims Procedure and
communications from counsel regarding same.
claim procedures and related matters.
regarding Motion to use PACA funds to pay for
operations.
Review Motion for Relief PACA.
Review Motion to Use PACA Funds.
Review motion by some PACA claimants to use
PACA funds and Motion for PACA Claims
Procedures.
Attention to hearing by telephone on motion
by some PACA claimants to use PACA funds and
Motion for PACA Claim Procedures and report
Invoice #
Date
MUL21 .BWA
Matter
Hours
.so
.20
.10
.40
.30
1.30
.20
.20
.20
.50
.1.0
.10
.10
.20
. 10
.20
.10
.10
.30
1.00
1305120
02/07/12
104865
Amount
192.50
77.00
3.8;50
154.00
115.50
500.50
77.00
77.00
77.00
192.50
38.50
38.50
38.50
77.00
38.50
77.00
38.50
38.50
115.50
385 . 00
Law Pg 8 of 19
Invoice # 1305120
to J. Klinowski regarding same.
1/24/12 BWA Confer with M. Zastrow regarding service of
process on individual defendants.
1/24/12 MZ Obtain summons from court; assembl e multiple
Summons and Complaints; forward same to
p r o ~ e s s service; scan and efile Affidavit of
service of TRO on International Bank of
Commerce per B. Akerly.
1/25/12 MZ Revise Certificate of Service per B. Akerly;
assemble various exhibits; scan and efile
Certificate of Service per B. Akerly.
Attorney Staff Level Hours
Date
MUL21
Matter
Hours
.20
1.50
1. 00
22.00
Rate
Akerly, Bruce W.
Zastrow, Marie
Partner
Paralegal
14.80
6.20
385.00
150.00
INVOICE
NUMBER
1304945
EXPENSES
Subpoena Fees
Fi l ing Fees Filing
TOTAL EXPENSES
INVOICE TOTAL
Outstanding Accounts Receivable
DATE
1/16/12
INVOICE
AMOUNT
2,464.00
PRIOR BALANCE
BALANCE DUE
PAYMENTS
AGAINST
INVOICE
.00
INVOICE
BALANCE
2,464.00
02/07/12
.BWA
104865
Amount
77.00
225.00
N/C
$ 6,628.00
Amount
5,698.00
930.00
Amount
398.00
350.00
$ 748.00
$ 7,376.00
$ 2,464.00
$ 9,840.00
Law Pg 9 of 19
. : . . .. .. ~ . . ; .. . ' ' - . : . :-. ;.; :..: :-: :.:-: .. ": .... : .. ,_,, . . . .... . ' .
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
District of Texas
Invoice
.... _:._ _. ::'. , ........ >. .. .. . : .
Invoice #
Date
1306679
03/08/12
MUL21 .BWA
Matter 104865
FEI#75-0756050
Date Atty Description Hours Amount
2/07/12 BWA Review recent pleadings regarding PACA
procedure, website documentation processing.
2/07/12 BWA Email to J. Klinowski regarding PACA claim
issues.
2/08/12 MZ Obtain proof of claim deadline and prepare
scheduling memo from the Order Establishing
deadlines to file PACA trust claims and
forward to B. Akerly.
2/15/12 BWA Review Motions to Sell and status of
adversary action and email to J. Klinowski
.20 77.00
.10 38.50
1. 00 150.00
.30 115.50
Law Pg 10 of 19
: - ' .
. - .: ;., . .: ... .. . . :- : . :- ,;.: . : J .:::: .. ,. . : .. ... . . : .. . . '/. .; .. . . .. : . . .
Invoice # 1306679
regarding same.
Sell
emails
2/16/12 BWA Review notices of hearing on Motions to
Assets, review scheduling memo, review
from J. Klinowski regarding PACA claim
deadlines, and email to J. Klinowski
regarding same.
Date
MUL21
Matter
Hours
.20
1.80
Attorney Staff Level Hours Rate
Akerly, Bruce W.
Zastrow, Marie
Date EXPENSES
Partner
Paralegal
2/13/12 SECRETARY OF STATE 0 Check # - 000301809
On-Line Research
2/14/12 AMERICAN EXPRESS Check # - 000301740
Out-of-Town Expenses 01/05/12 TAXI/PARKING
TRAVEL TO AUSTIN TO ATTEND HEARING
.80
1.00
385.00
150.00
Out-of-Town Expenses 01/05/12 TRAVEL TO AUSTIN TO
ATTEND HEARING - AIRFARE
2/14/12 AMERICAN Check # - 000301740
INVOICE
NUMBER
1304945
1305120
Meals - TRAVEL TO AUSTIN TO ATTEND
HEARING
TOTAL EXPENSES
INVOICE TOTAL
DATE
1/16/12
2/07/12
INVOICE
AMOUNT
2,464.00
7,376.00
PAYMENTS
AGAINST INVOICE
INVOICE BALANCE
.00 2,464.00
.00 7,376.00
03/08/12
.BWA
104865
Amount
77.00
$ 458.00
Amount
308.00
150.00
Amount
1. 00
136.00
397.60
28.79
$ 563.39
$ 1,021. 39
Law Pg 11 of 19
.. . ...
. . . . . . ~ . . ... . . . . . . . : '; : .. ~ . : ~ ...., . : ..... ... -. . : ... . :. . . ,.." :
PRIOR BALANCE
BALANCE DUE
.. ::. ::;.. ....
Invoice #
Date
1306679
03/08/12
MUL21 . BWA
Matter 104865
$ 9,840.00
$ 10,861.39
Law Pg 12 of 19
: .. .... :: .. : .-- : . ~ . ~ . :' ': ,. :, ' . ; :.; ; ~ '
CANTEY . HANGER, L.L.P.
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
Re : Muller Trading Company, Inc. vs.
Cause No . 11- cv-01114-SS; In the
u.s. District For for the Western
District of Texas
Invoice
. .... - ~ .. : . .... : . - ~
. ~ ., . . .
Invoice #
Date
1308213
04/06/12
MUL21 .BWA
Matter 104865
FEI#75-0756050
Payment is due upon receipt of this invoice . Please disregard "past due" amount
Date Atty Description. Hours Amount
3/02/12 BWA Review and respond to emails from J.
3/06/12
3/07/12
3/07/12
Klinowski regarding PACA proof of claim of
Muller and related issues; review Muller PACA
claim form.
BWA Investigation into filing of claim in
registry versus in main case and related
issues; confer with N. Starr same.
BWA Follow up on status of adversary.
BWA Prepare notice of filing of Proof of Claim to
be filed in POC register of Court.
.30
.30
.20
.40
115.50
115.50
77.00
154.00
Law Pg 13 of 19
:: :.:::.: .. :: ... :. . . .. - ~ . . :' : :. ~ , . ,; .. . : ...... : .. ... . " : ... ' ~ : . .. ' . . : . .... .
. . ' .. . .. ,.-:_, .. ~ .. . . . ... .
Invoice # 1308213
3/07/12 BWA Email to J. Klinowski regarding filing of POC
and status of adversary.
3/07/12 MZ. Revise, scan and efile Notice of PACA Trust
Proof of Claim per B. Akerly.
Date
MUL21
Matter
Hours
.10
.so
1.80
Akerly, Bruce W.
Zastrow, Marie
EXPENSES
Partner
Paralegal
TOTAL EXPENSES
INVOICE TOTAL
1.30
.so
385.00
150.00
PAYMENTS
INVOICE INVOICE AGAINST INVOICE
NUMBER DATE AMOUNT INVOICE BALANCE
130494S 1/16/12 2,464.00 .00 2,464.00
130S120 2/07/12 7,376.00 .00 7 ,376 . 00
1306679 3/08/12 1,021.39 .00 1,021.39
PRIOR BALANCE
BALANCE DUE
04/06/12
.BWA
$
10486S
Amount
38.SO
7S.OO
575.50
Amount
500.SO
75.00
Amount
$ 00
$ 575 . 50
$ 10,861.39
$ 11,436.89
Law Pg 14 of 19
Attorneys at Law
MERIT AS Law Finns Worldwide
Cantey Hanger Plaza
Muller. Trading Company, Inc.
Chicago, IL 60606
Re: Muller Trading company, Inc. vs.
Management LLC, W a l t ~ r Jensen,
District of Texas
Invoice
Invoice #
Date
MUL21 .BWA
Matter
1309452
05/09/12
104865
FEI#75-0756050
4/03/12 BWA Review objection to PACA trust claim and
forward to J. Klinowski for disposition and
related matters.
4/16/12 BWA Review pleading and information from J.
Klinowski regarding filing of responses to
objections to claim; work with M. Zastrow to
file responses.
4/16/12 MZ Efile Reply in Support of the PACA Trust
Claim of Muller Trading and Exhibit to same;
forward file marked copy to interested
.50 192. so
.50 192.50
.so 75.00
Law Pg 15 of 19
parties per B. Akerly.
Attorney Staff Level
Akerly, Bruce W.
Zastrow, Marie
Partner
Paralegal
EXPENSES
Subpoena Fees
TOTAL EXPENSES
INVOICE TOTAL
Hours
1.00
.50
Invoice # 1309452
Date
MUL21
Matter
Hours
1.50
Rate
385.00
150.00
05/09/12
.BWA
104865
Amount
$ 460.00
Amount
385.00
75.00
Amount
89.00
$ 89.00
$ 549.00
INVOICE
NUMBER DATE
1/16/12

1306679v / 3/08/12
13082130i 4/06/12
INVOICE
AMOUNT
2,464 . 00
7,376.00
1,021.39
575.50
PRIOR BALANCE
BALANCE DUE
PAYMENTS
AGAINST INVOICE
INVOICE BALANCE
.00 2,464.00
.00 7,376.00
.00 1, 021.39
.00 575.50
$ 11,436. 89
$ 11,985.89
Law Pg 16 of 19
.: . , : I : . ~ .
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
District of Texas
Invoice
,,
,' . ..
Invoice #
Date
MUL21 .BWA
Matter
1310774
06/12/12
104865
FEI#75-0756050
if you have s ~ n t your payment.
5/01/12 BWA Review and respond to email from J. Klinowski
regarding PACA claim and related issues.
5/07/12 BWA Review email and issues from C. Stokes
regarding claim objection; analysis of same;
email to J. Klinowski regarding same.
5/08/12 BWA Review email from J. Klinowski regarding
status of offer to allow PACA claim and
at.torney fee issues; email to C. Stokes
regarding same.
5/30/12 BWA Review cash balance chart from C. Stokes;
.10
.30
.20
.20
38.50
115.50
77.00
77.00
Law Pg 17 of 19
Date
Attorney
Atty Description
Staff Level
Akerly, Bruce w. Part ner
EXPENSES
TOTAL EXPENSES
INVOICE TOTAL
Hours
.80
Invoice # 1310774
Date 06/12/12
MUL21 .BWA
Matter 104865
Hours Amount
.80 $ 308. 00
Rate Amount
385.00 308.00
Amount
$ .00
$ 308.00
INVOICE
NUMBER
1309452
DATE
5/09/12
PRIOR BALANCE
BALANCE DUE
INVOICE
AMOUNT
. 549.00
PAYMENTS
AGAINST
INVOICE
.00
INVOICE
. BALANCE
549. oo
$ 549.00
$ 857.00
Law Pg 18 of 19
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
U.S. District for the Western
District of Texas
Invoice
Invoice #
Date
MUL21 .BWA
Matter
13152_05
08/29/12
104865
FEI#75-0756050
5/10/12 BWA Review PACA special counsel filing and report
on PACA claims and forward to J. Klinowski
regarding same; communication with C. Stokes
regarding A/F issues.
6/07/12 BWA Review email from C. Stokes regarding
possible settlement and PACA funding and
communications with J. Klinowski regarding
same; review motion and PACA trust chart and
6/20/12 BWA Review email and attachment from C. Stokes
Hours
.30
.30
. 20
Amount
115.50
115.50
77.00
Law Pg 19 of 19
regarding settlement proposal on PACA
claims/assets; email to J. Klinowski
regarding same.
6/30/12 BWA Review email and proposal for settlement;
email to J. Klinowski re same.
TOTAL PROFESSIONAL HOURS/PEES
Akerly, Bruce W. Partner 1. 00
EXPENSES
TOTAL EXPENSES
INVOICE TOTAL
PRIOR BALANCE
BALANCE DUE
Invoice #
Date
1315205
08/29/12
MUL21 .BWA
Matter 104865
Hours Amount
.20 77.00
1.00 $ 385.00
Rate Amount
385.00 385.00
Amount
$ 00
$ 385.00
$ 00
$ 385.00
12-50073-lmc Doc#301-4 Filed 09/12/12 Entered 09/12/12 23:38:48 Affidavit Declaration
of Muller Trading Pg 1 of 5
InRe;
STATES BANKRUPTCY COURT
WESTERN DISTRlCT OF TEXAS
)
DELTA PRODUCE, LP,etal.
) Case No. 5:12-BK"S0073-LMC
) Chapter 11
)
Debtor. ) Jointly Administered
AFFIDAVIT OF ERIC MULLER IN SUPPORT
OF PLAINTIFF'S>fOTION FOR ATTORNEYS' FEESAND COSTS
I, Eric Muller, declare and state as follows:
1. I am the Owner of Muller Trading Company, Inc. ( .. Plaintiff") and in such
position, t am authorized to make this Affidavit. I am an adult of sound mind and, based upon
my own personal knowledge, I am competent to testify at trial regarding the statements made in
this Affidavit.
2. I file this Affidavit in support of Plaintiff's Motion for Attorneys' Fees and Costs.
3. At aU times relevant to this claim, I had primary responsibility for monitoring the
Debtors' account and corresponding with the Debtors regarding the outstanding account balance
owed to the Plaintiff.
4. I have also been responsible for the custody and control of the Plaintiff's business
records pertaining to accounts receivable. I am familiar with the manner in which Plaintiff
prepares and maintains such business records, each being made in the ordinary course of the
Plaintiff's business, by persons having a business duty to prepare and maintah1 such records.
Such busi.ness records arc prepared at or near the time of the events referenced in such records
and are routinely relied upon as true and correct in the conduct of Plaintiffs business ope,rations.
AFFIDAVIT OF ERIC MULLER JN Page 1 of 5
SUPPORT OF MOTION FOR A1TORNEYS'
FEES AND COSTS
PREEBokN &PsTER.s lLP
JASON R- Kr. rNOWsKJ, EsQ.
311 SOllTH WAI:l<:ell, SUITB 3000
CHICAGO. ll,I.INO!S 60606
TL (3U) 360-6000 [:A)(, (3U) 360-6570
ACCOUNT INFORMATION:
5. The transactions between Plaintiff and the Debtors were based on payment terms
ofNet Twenty-One (21) Days from the date the Debtors accepted each shipment ofproduee.
6. Plaindff sold perishable agricultural commodities (hereinafter "Produce") to the
Debtors as described in the chart included in attached Exhibit A. The Debtors received and
accepted the Produce and no adjustments have been made on the invoice amount except as listed.
This chart uses the following terms which shall have the described meanings:
A. "Invoice Number" refers to the number under which the Plaintiff sold the
commodity to the Debtors.
B. <'Date of lnvoice or Shipment'' refers to the date which begins the payment term
between the parties. (For example, if the payment tenn is the regulatory ten (10) days
from acceptance terms, this date would be the date Debtors accepted the Produce; if the
payment ter:m is written twenty-one (21) days from shipment, the date would be the date
of shipment.)
C. ''Date Notice Given" refers to the date Plaintiff properly perfected its PACA trust
rights utilizing the Plaintiff's bilJing statements in the ordinary course of its business
operations or otherwise served its Notice oflntent to Preserve Trust Benefits (hereinafter
"Trust Notice") on Debtors, if applicable.
D. ''Date Payment Due'' refers to the date payment was due based upon the payment
tenns between parties.
E. ''Number of Days Past Due" refers to the total number of days after the payment
due date the Plaintiff served its Trust Notice on the Company, if applicable.
F. "Invoice Amount" refers to the amount owed as stated on the face of a given
invoice, whether or not it qualifies for trust protection.
G. "Payments Received" refers to any credits due to the Debtors for funds received
on money paid on a given invoice.
H. "Invoice Amount Due" refers to the amount owed and remaining unpaid after atl
credits have been applied, whether or not it qualifies for trust protection.
I. "Accrued Interest" refers to the amount of interest that has accrocd upon each
io.voice pursuant to either an agreement between the parties or applicable statute.
J. "Outstanding Balance" refers to the amount owed and remaining unpaid on each
invoice after the Debtors receives credit for any payments made and interest is added to
the past due balance.
K. "PACA Trust Amount'' refers to the amount owed and remaining unpaid
qualifying for trust protection pursuant to the provisions of the P.ACA.
AFFIOAVJT OF ERIC MULLER IN Page 2 of 5 Plu!P.!oRN&PE"r'a\sU.P
SUP
"ORT OF MO,.,....ON F0 ATTO"'NEYS' }IISON R,. Kt.tNowsKl, J:>sQ,
1:' u "' '- 311 SOUTH Wt<C:KF."R. DRIVE. SUIT!!. 3000
FEES AND COSTS CHICAGO. I r.l.INOIS 60606
TELo (31.2.) 3606000 llAXt (3!2) 360 6570
7. Included in Exhibit A are true and accurate copies of the unpaid invoices
containing the required trust preservation language in the same form and condition as those
documents exist in the Plaintiff's business records.
8. Plaintiff has given the Debtors credit for any and all payments against the full
amount of this claim as stated in the chart attached in Exhibit A. and the chart reflects the
amount due and owing from the Debtors as of the date of this Affidavit.
;pRESERVA 110N TRUST RIGHTS
9. Plaintiff issued written notice of its intent to preserve trust benefits to the Debtors
in accordance with Perishable Agricultural Commodities Act, 1930, as amended, 7 U.S.C.
499a-499t (the "PACA") by including on each of the Plaintiffs invoices the trust preservation
language required under the P ACA. The invoices supporting the Plaintiffil claim in this action
served as the required notices of intent to preserve trust benefits under the P ACA.
10. On the dates listed in the chart under ''Date Notice Given," I caused to be served
the respective unpaid invoices contained in Exhibit A on the Debtors, via U.S. Mail, by
depositing the invoices in the U.S. Mail depository located in Libertyville, Ulinois with
appropriate postage prepaid and in an envelope addressed to the Debtors as follows; Delta
Produce, LP, 2001 S. Laredo St., San Antonio, TX 78207.
1 1. The Plaintiff operates its business under a vaJid PACA license issued by the
United States Department of Agriculture, . Agricultural Marketing Service, Fruit & Vegetable
Division, PACA Branch.
AFFIDAVIT OF ERIC MULLER. TN Page 3 of 5
SUPPORT OF MOTION FOR. ATTORNEYS'
FEES AND COSTS

lt. T<LrNowsto. Eso.
3 I I SOIJ'I'H W ACKI!Il DII.!VE. SUITE 3000
C:HlCAGO, lLLINOIR t\0(10(1
TBL: (Jt2):1606000 (JT2)J606S70
12. The Debtors, at all relevant tirnes, operated its business under a valid PACA
license issued by the United States Department of Agriculture, Agricultural Marketing Service,
Fruit & Vegetable Division, PACA Branch.
13. The Produce the Plaintiff sold to the Debtors consisted of fruits or vegetables,
each of which is the type of Produce commonly shipped in interstate commerce and, accordingly,
subject to the provisions ofPACA.
14. The Debtors have not paid the Plaintiff's invoices in accordance with the payment
tenns of Net Twenty-One (21) Days and refuses do so.
CQNCLUSI.O..N:
15. As ofthe date of this Affidavit, the Debtors owe Plaintiff the principal amount of
$24,573.50 plus the accrued interest in the current amount of$3,108.37 (1.5% per month through
September 2012) for a total amount currently due under the terms of our contract with the
Debtors of$27,681.87 in the aggregate, costs of collection.
16. As of the date of this Affidavit, the Debtors have forced the Plaintiff to incur
attorneys' fees in the current amount of$25,196.00 and costs in the current amount of$1,444.90.
Based on conversations with its counsel, Plaintiff is informed and anticipates incu.rril'lg no less
than an additional $2,234.00 in attorneys' fees and costs through the end of September 2012. In
total, the Plaintiff has and will iocur no less than $28,874.90 in attorneys' fees and costs.
AFFIDAVIT OF ERIC MULLER lN Page 4 of 5
SUPPORT OF MOTION FOR AITORNEYS'
FEE'S AND COSTS

J AltON R. KLINOWSKI.
3 11 SOt..'TH WI\CK!!I\. OR.1Va;, SUIT!l 300<l
CHI CI\GO, ILLINOlll l\0606
TBt.; (3 T2) :1606000 Fo\Xt (:1 12) 360-6570
I declare under penalty of perjury, in accordance with 28 U.S.C. 1746(2), that the
foregoing statements are true and correct.
Executed on: September 12, 2012
~ ~
Eric Muller
Owner Muller Trading Company, Inc.
2705371 vlt28SS1-000I
AffiDAVIT OF ERJC MULLER IN Page 5 of 5
SUPPORT OF MOTION FOR ATTORNEYS'
FIU!E8oaN & Pm!Rs l.LP
JASON R. KUNOWSKI. &t;Q.
FEES AND COSTS
3 I I SOtl't'H W . - . c & ~ D.._ I VI!, SUITB 3000
CHICAGO, tLLINQI.S 60606
TDl.: (3 T1.)l60.6000 F"AX! (.112) 360-6$70
Exhibit A
12-50073-lmc Doc#301-5 Filed 09/12/12 Entered 09/12/12 23:38:48 Exhibit A to
Declaration of Muller Pg 1 of 3
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Declaration of Muller Pg 3 of 3
12/28/ 2011 11: 39 18475497758
MULLER TRADING
PAGE 02/02
l !
Muller
T R A D I N C C 0 M P A NY I N C.
545 N. MILWAUKEE AVE., SUITE 201 LIBERTYVILLE, IL 60048 U.S.A.
PHONE; (847) 549-9511 FAX: (847) 54D-77SS
BILL TO
Defta Produce, LP
2001 S. Laredo St.
San Antonio, TX 78207-7023
SHIP TO
Delta Produce, LP
2001 S. Laredo St.
San Antonio, TX 78207-7023
-----_- --t
L . --- _..... . .... ---------- _________ .. _ --------......... -----------.. . . ___ ,_____ --.. . ------.. ---.. -'
Please remit Total Due
..

to above address. L.. .. _ _ .. - .. ..
''The periShable commodities 115ted on Uri:s invoice are sold 3Ubject to the atatutory trur;;t authorized by tlldion 5(c)
of the Perishable Agricultural Commodities Act, 1930 (7 U.S.C. 499e(c)). The seller of these commodities re.taln$ a trust claim
over these commodities. all Inventories of food or other products derived from these ccmmodltlas, and any receivable or
pnAA:eds from the sale of theea Cllf'l'lmodltlec unb1 hill
lntl!!rest at 1 .S% per montl'l will be applied to unpaid balanoes. Interest and attorneys' fees necessary to collect payment are
$111T1R owing in connection with the Venue of any action will be in Chicago, Illinois.
Page 1 of 4
DECLARATION OF ATTORNEY
JASON R. KLINOWSKI
TEL: (312) 360-6000 FAX: (312) 360-6570
In Re: )
) Case No. 5:12-BK-50073-LMC
Debtor.
)
)
)
Chapter 11
DECLARATION OF ATTORNEY JASON R. KLINOWSKI
I, Jason R. Klinowski, declare and state as follows:
1. I am lead counsel for Muller Trading Company Inc. (the Claimant), and, in such
position, I am authorized to make this Affidavit. I am an adult and, based upon my own personal
knowledge, I am competent to testify at trial regarding the statements made in this Affidavit. I
file this Affidavit in support of the Claimants Motion for Reimbursement of Fees and Costs and
Application for Prejudgment Interest, Attorneys Fees and Costs.
2. I am an attorney at law duly licensed in the State of Illinois and admitted
generally to practice before the United States District Courts for the Northern District of Illinois
(Trial Bar), Southern District of Indiana, Eastern District of Tennessee, District of Nebraska,
Northern District of Texas, Southern District of Texas, Western District of Michigan and the
District of Maryland. I am also generally admitted to practice before the U.S. Supreme Court and
the U.S. Circuit Court of Appeals for the Seventh Circuit, Fifth Circuit and Eleventh Circuit.
3. I am an associate attorney in the law firm of Freeborn & Peters, LLP (F&P) and
the handling attorney for the instant action. I make this Declaration in support of Claimants
Motion for Reimbursement of Fees and Costs and Application for Prejudgment Interest,
of Jason Klinowski Pg 1 of 4
Page 2 of 4
JASON R. KLINOWSKI
TEL: (312) 360-6000 FAX: (312) 360-6570
Attorneys Fees and Costs against the Debtors Delta Produce LP, Delta Produce Management
LLC, Superior Tomato-Avocado Ltd. (the Debtor).
4. In my position at Freeborn & Peters, I am primarily responsible for the work
being performed on behalf of the Claimant and for advising Claimant in connection with the
above styled case.
5. I make this Affidavit in support of Claimants claim for attorneys' fees and costs
owed in connection with this action.
6. I have personally reviewed all time descriptions in the bills F&P issued to the
Claimant in this matter from the start date of December 1, 2011 through June 30, 2012, which I
have attached to this affidavit as Exhibit A.
7. I found the time to have been reasonably incurred for the tasks performed and
necessary based on the actions of the Debtors.
8. Under Freeborn & Peters billing policy, we do not bill for any travel time unless
substantive work is done while traveling (ie: in flight, etc.). All expenses are billed to the client
at cost and without markup. The time for each specific task is described in detail and billed in
1/10th of an hour increments. Bills are generated monthly and usually in the mail within fifteen
to twenty-five (15-25) days of the close of the billing month. Some expenses lag behind the
month in which the time is entered, these expenses appear on the following month's statement.
9. The hourly rates for Freeborn & Peters personnel range from $225.00 per hour to
$510.00 per hour, depending on experience. My hourly billing rate on this matter was $350.00.
Paralegal time in support of this litigation is billed at $205.00 per hour.
Page 3 of 4
JASON R. KLINOWSKI
TEL: (312) 360-6000 FAX: (312) 360-6570
10. I know these rates to be competitive in the narrow field of PACA trust
enforcement and at the lower end of any range when it comes to federal litigation.
11. Our local counsel in this matter is Bruce W. Akerly of Cantey Hanger, L.L.P. -
Mr. Akerlys responsibilities are limited to reviewing pleadings for local rule compliance,
attending hearings, docket support and the like. As lead counsel, affirmative steps were taken to
prevent duplication of efforts.
12. Based on my review of all the billing statements in this matter, including local
counsel's billing statements, from December 1, 2011 through June 30, 2012, and an estimate of
time through September 2012, Claimant incurred fees and costs in the total amount of
$28,874.90 for which Claimant seeks reimbursement.
13. Claimant made numerous, diligent efforts to resolve this claim before resorting to
court intervention.
14. Debtors refusal to honor or otherwise pay the invoices attached to the Complaint
and PACA Proof of Claim was the direct cause of filing this action.
15. I estimate an additional $2,234.00 of time through September 2012 will be
incurred to finalize and file Claimants Motion for Reimbursement of Fees and Costs and
Application for Prejudgment Interest, Attorneys Fees and Costs along with preparing for oral
arguments on various hearings and other tasks related to this litigation. These fees and expenses
are estimated to the best of counsel's ability, but subject to submission of actual figures once they
become available.
16. Simply put, the Claimant incurred a total of $28,874.90 in attorneys' fees and
costs in connection with litigating this case as follows:
Page 4 of 4
JASON R. KLINOWSKI
TEL: (312) 360-6000 FAX: (312) 360-6570
1. Lead counsel time: $13,917.50
2. Local counsel time: $11,278.50
3. Costs: $1,444.90
4. Estimate through September 2012: $2,234.00
5. TOTAL FEES & COSTS: $28,874.90
17. Pursuant to the parties agreements, an additional charge of 1.5% per month (18%
APR) was charged on the above mentioned outstanding balance. Accordingly, the Debtor has
further failed to pay interest in the current amount of $3,108.37, which is further identified on the
PACA trust chart attached hereto as Exhibit B and incorporated herein by this reference.
I declare the above statements to be true and correct under penalty of
perjury as set forth in 28 U.S.C. 1746.
/s/ Jason R. Klinowski
(pro hac vice application forthcoming)
Telephone: (312) 360-6000
Fax: (312) 360-6570
Attorney for Claimant
2707015v1/28551-0001
Exhibit A
Klinowski Pg 1 of 23
- -
.
Attorneys at Law
Suite 3000
Tel 312.360.6000
Chicago
Springfield
Eric Muller
545 N. Milwaukee A venue
Suite 201
FEIN #36-3238755
Re: Delta Produce
February 24, 2012
THROUGH DECEMBER 31,2011 :
DISBURSEMENTS
BALANCE DUE
$4,301.00
0.00
4,301.00
$4.301.00
1111111111111111111111111111111111111111111111111111111

2 February 24, 2012
Re: Delta Produce
Dec 29,2011 RTK
Dec 29,2011 JRK
Dec 29, 2011 JRK
Dec 29,2011 JRK
Dec 29, 2011 JRK
Finalized temporary restraining order documents
for filing, meetings with Jason Klinowski regarding
the same, send to Bruce Akerly for filing (2);
prepared notices of related lawsuits and entry of
temporary restraining order(1.2).
Conference with local counsel and co-counsel to
discuss addition of certain principals to case and
timing of same (.3); conference with local counsel
to confirm filing of complaint (.1 ); conference with
client to discuss initial case facts and initial
prosecution strategy (.3); conference with co-
counsel to provide direction for preparing the
necessary pleadings and priority of same (.2).
Multiple correspondence to client providing case
status updates and requesting additional information
(.3).
Prepared plaintiff's motion for P ACA claim
procedure (.6); prepared plaintiffs memorandum of
law in support ofPACA claims procedure (.9).
Multiple conferences with local counsel to discuss
case status and next steps (.4); conference with co-
counsel to discuss case status and the need to
prepare a notice of related cases and entry of a
temporary restraining order for immediate filing
(.3); conference with local counsel to discuss status
of temporary restraining order and service of same
(.2); conference with local counsel to confirm entry
of temporary restraining order ( .1 ); conference with
co-counsel to provide clear direction on prepared
temporary restraining order pleadings (.2).
3.20
0.90
0.30
1.50
1.20
3 February 24, 2012
Dec 29,2011 JRK Received and reviewed defendant's opposition to 0.40
temporary restraining order application (.3);
received and reviewed correspondence from
defendant's counsel objecting to temporary
restraining order ( .1 ).
Dec 29, 2011 JRK Modified proposed temporary restraining order to 0.40
increase likelihood of entry over debtor's objection
(.4).
Dec 30,2011 JRK Multiple conference with local counsel to discuss 1.20
case strategy and status (:4); multiple conference
with co-counsel to discuss action items and next
steps (.3); conference with defense counsel to
discuss temporary restraining order and the deposit
demanded therein (.2); conference with local
counsel to discuss status of service of temporary
restraining order on bank and the filing of the
related proof of service (.4); conference with co-
creditor counsel to discuss case status and next
steps (.1).
Dec 30,2011 JR.K Multiple correspondence to client providing case 0.20
status updates (.2).
Dec 30, 2011 JRK Prepare plaintiff proposed P ACA claims procedure 3.10
order (2.8); received and reviewed multiple new
orders entered in after we filed the P ACA cases
transferring and consolidating said cases into the
lead case with the law case number (.3).
Dec 30,2011 JRK Exchanged multiple correspondence with local 0.30
counsel discussing service of process and
settlement status (.3).
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
TOTAL HOURS
TOTAL FEES
4
HOURS
3.20
9.50
12.70
February 24, 2012
RATE
305.00
350.00
FEES
$976.00
$3,325.00
$4,301.00
TOTAL FEES AND DISBURSEMENTS $4,301.00
c:\bills\569325.bil/2569453vl
Attorneys at lAw
Suite3000
Chicago, Illinois
60606-6677
Tel312-360-6000
Fax 312-360-6520
Chicago
Eric Muller
Suite 201
Statement No. 1 00060123
FEIN #36-3238755
Re: Delta Produce
April4, 2012
1111111 IIIII lllllllllllllllllllllllllllllllllllllllllll
Springfield FOR PROFESSIONAL SERVICES RENDERED AND EXPENSES INCURRED
THROUGH FEBRUARY 29, 2012:
PREVIOUS BALANCE
DISBURSEMENTS
$4,301.00
$5,233.00
$9,884.51
$15,117.51
BILL DATE BILL # FEES COSTS
February 24, 2012 100058455 4,301.00 0.00
BALANCE
PAID UNPAID
0.00 4,301.00
$4,301.00
$19,418.51
INTERESTOF1.5%PERMONTHWILLBEADDEDAFTER30DAYS.
2 April4, 2012
StatementNo: 100060123
Re: Delta Produce
Jan 3, 2012 JRK
Jan 3, 2012 JRK
Jan 3, 2012 JRK
Conference with local counsel to discuss temporary
restraining order strategy and turnover with bank
funds (.2); conference with co-counsel to discuss
appearance pleadings (.1 ); conference with local
counsel to discuss staffing and preparation for
upcoming preliminary injunction hearing (.2);
received and reviewed cases from local counsel
providing copies of recent pleadings to opposing
counsel (.1).
Received and reviewed court order reassigning case
to Judge Sparks (.1); follow-up conference with
local counsel to discuss efforts to confirm amounts
frozen in defendant's accounts and next steps (.2);
conference with local counsel discussing staffing
and appearance requirements for upcoming
personal injury hearing (.2); received and reviewed
correspondence to defendant's counsel requesting
he accept service of process (.1 ).
Conference with court to discuss the use of
technology and the need to file formal witness lists
and exhibits lists (.2); conference with staff to
obtain certificates of good standing to file with
admission pleadings (.6); received and reviewed
summary correspondence from co-creditor counsel
discussing case status (.3); conference with local
counsel and co-creditor's counsel to discuss
defendant's bankruptcy filing (.4).
0.60
0.60
1.70
3 April4, 2012
Jan 3, 2012 RTK Assembled information for admission to the 4.20
Western District of Texas; conferred with Jason
Klinowski regarding the same; reviewed
correspondence regarding the scheduled hearing on
Muller Trading Company's motion for a
preliminary injunction ( 4.2).
Jan 4, 2012 JRK Conference with local counsel to discuss defendants 1.00
recent bankruptcy filings (.2); conference with co-
counsel to discuss amending the complaint to add
individual defendants (.2); received and reviewed
defendant's motion to abstain from further action in
the district court(.4).
Jan4, 2012 JRK Conference with local counsel and co-creditor's 0.10
counsel to discuss defendant's motion to abstain (.1)
Jan 5, 2012 RTK Reviewed and analyzed various correspondence 1.20
between Jason Klinowski, Bruce Akerly and Craig
Stokes; reviewed DeltaProduce LP's motion for
abstention from the district court during the
pendency of the bankruptcy proceedings; telephone
call with Jason Klinowski and Bruce Akerly
regarding the substance of the status hearing before
Judge Sam Sparks (1.2).
Jan 5, 2012 JRK Conference with local counsel to discuss plaintiffs 0.80
objections to defendant's motion to abstain (.3);
extended conference with local counsel to discuss
outcome of preliminary injunction hearing an next
steps (.5).
Jan 5, 2012 JRK Conference with client to discuss defendant's 0.20
motion to abstain and impact on case (.2).
Jan 5, 2012 JRK Received and reviewed defendants motion to stay 0.30
case (.3).
Jan 6, 2012 JRK Conference with co-counsel and local counsel to 0.60
discuss next steps (.2); received and reviewed
multiple correspondence from various parties
discussing certain pleadings and next steps (.4).
and next steps (.2); received and reviewed
correspondence from defendant's counsel
discussing the temporary restraining order and
related pleadings (.1).
4 April4, 2012
Jan 9, 2012 JRK Received and reviewed multiple correspondence 0.80
from local counsel discussing case strategy (.3);
received and reviewed multiple correspondence
from opposing counsel discussing case status and
next steps (.2); conference with local counsel to
discuss language of any proposed order to ensure
the funds locked up under our temporary restraining
order remain frozen (.3).
Jan 11, 2012 JRK Received and reviewed court order halting district 0.30
court case in favor of bankruptcy and flagging
assets as trust assets ( .3).
(.1).
Jan 13, 2012 JRK Conference with client to discuss outcome of court 0.20
hearing (.2).
Jan 15, 2012 JRK Received and reviewed correspondence from local 0.30
counsel and opposing counsel discussing
segregation ofPACA trust assets (.3).
Jan 16, 2012 JRK Conference with opposing counsel to discuss recent 0.20
correspondence exchanges (.2).
Jan 18, 2012 JRK Conference with local counsel to discuss outcome 0.50
of cash collateral hearing (.2); received and
reviewed correspondence from opposing counsel
discussing objections to the P ACA claims
procedure order (.2); conference with client to
discuss case status (.1).
Jan19,2012 JRK Received and reviewed court order transferring case 0.10
to bankruptcy court (.1).
Jan 25,2012 JRK Conference with local counsel to discuss outcome 0.20
of hearing to install PACA claims procedure (.2).
Feb 8, 2012 JRK Conference with lead counsel to discuss case status 0.10
(.1).
filing dates (. 1 ).
filing deadlines (.2).
Feb 28,2012 JRK Conference with local counsel to confirm upcoming 0.10
deadlines (.1).
5
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
TOTAL HOURS
TOTAL FEES
HOURS
5.40
9.40
14.80
RATE
325.00
370.00
DISBURSEMENTS
Jan 3, 2012 JRK
Jan3,2012 KS
Jan 16,2012 JRK
Jan 31,2012 CRA
Feb 7, 2012 JRK
Bruce W Akerly 63029
Bruce M Akerly 63029
1304945; DATE: 1/16/2012
VENDOR: Freeborn & Peters LLP; INVOICE#:
STMT01131112A; DATE: 1/31/2012
0 1/03 Certificates of Good Standing for Richard
Kienzler and Jason Klinowski
1305120; DATE: 2/7/2012
c:lbills\570993.bil /261 0617vl
TOTAL DISBURSEMENTS
April4, 2012
FEES
$1,755.00
$3,478.00
$5,233.00
21.28
21.23
2,464.00
2.00
7,376.00
42.51
9,840.00
2.00
$9,884.51
$15,117.51
Attorneys at Law
Suite 3000
Tel 312.360.6000
Chicago
Springfield
2644289vl
Eric Muller
Suite 201
FEIN #36-3238755
Re: Delta Produce
Client MatteriDNo. 28551-0001
May 16, 2012
THROUGH MARCH 31,2012:
DISBURSEMENTS
BALANCE DUE
$1,397.00
1,021.39
2,418.39
$2.418.39
llllllllllll lllll lllll lllllllllllllll lllll lllllllllllll
Freeborn o Peters LLP
2 May 16,2012
Re: Delta Produce
Mar 2, 2012 JRK Prepared P ACA proof of claim for client execution 1.00
(.6); updated damages chart in preparation of
PACA proof of claim (1); prepare exhibits to
P ACA proof of claim(.3).
Mar2, 2012 JRK Conference with client to obtain signed affidavit 0.30
(.1); conference with local counsel to discuss filing
of the P ACA proof of claim (.2).
Mar 6, 2012 TLH Reviewed and categorized paca trust claims in 2.20
files for main and all jointly administered cases to
develop outline of key dates to utilize in litigation
chart (.8); drafted memorandum to lead counsel
regarding status of jointly administered cases and
PACA trust claims filed with the courts (.5).
Mar 6, 2012 JRK Conference with local counsel to confirm filing of 0.20
PACA claims (.2).
Mar 6, 2012 JRK Conference with paralegal to discuss case status 0.10
(.1 ).
Mar 15,2012 TLH Conference with lead counsel to discuss strategy 0.30
involving work assignment, review of P ACA trust
claims for potential objections, next steps (.3).
Mar 22,2012 TLH Reviewed and categorized pleadings in preparation 1.00
updated docket to reflect all known deadlines (.2).
2644289vl
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
DISBURSEMENTS
3
Mar 8, 2012 JRK Outside Legal Services
HOURS
1.60
3.50
5.10
RATE
370.00
230.00
1306679; DATE: 3/8/2012
TOTAL DISBURSEMENTS
c:\bills\575978.bil
2644289vl
May 16, 2012
FEES
$592.00
$805.00
$1,397.00
1,021.39
1,021.39
$1,021.39
$2,418.39
Allomeys at Low
Suite 3000
Chicago, Illinois
60606-6677
Tel312-360.6000
Fax 312-360-6520
Chicago
Eric Muller
Suite 201
FEIN #36-3238755
Re: Delta Produce
June 11, 2012
springfield FOR PROFESSIONAL SERVICES RENDERED AND EXPENSES INCURRED
THROUGH APRIL 30, 2012:
PREVIOUS BALANCE
DISBURSEMENTS
$2,418.39
$2,165.00
$575.50
$2,740.50
BILL DATE BILL# FEES COSTS
May 16,2012 100065108 1,397.00 1,021.39
BALANCE
PAID UNPAID
0.00 2,418.39
$2,418.39
$5,158.89
INTEREST OF 1.5% PER MONTH WILL BE ADDED AFTER 30 DAYS.
2 June 11, 2012
Re: Delta Produce
Apr2, 2012. TLH Conference with lead counsel to discuss strategy 0.20
Apr 3, 2012 TLH Reviewed and categorized bankruptcy pleadings in 2.90
docket to identify upcoming hearing and filing
dates (.7); updated docket to reflect all known
deadlines (.3); review special counsel's objections
to claims with respect to Muller's claim (.5);
reviewed omnibus objections to certain PACA trust
claims with respect to Muller's claim (.5); draft
memorandum to lead counsel regarding objections,
additional items needed from client and need for
separate filing for attorneys fees (.3).
Apr 3, 2012 JRK Conference with local counsel to discuss objections 0.80
to client claims (.2); prepared correspondence to
paralegal directing her to docket response dates
(.1 ); prepared correspondence to client requesting
additional information (.1); received and reviewed
correspondence from client forwarding additional
back-up (.1); reviewed objections to client's PACA
claim (.3).
Apr 9, 2012 TLH Conference with lead counsel to discuss strategy 0.20
involving supplemental documents received from
client, upcoming court dates and deadlines, work
assignment and next steps (.2).
3 June 11, 2012
Apr 12, 2012 TLH Reviewed and categorized pleadings in preparation 1.10
updated docket to reflect all known deadlines (.1);
reviewed and categorized supplemental documents
from client regarding response to objections to
P ACA trust claims in preparation of attorney
regarding same (.3).
Apr 12, 2012 JRK Conference with paralegal to discuss case status and 0.20
next steps (.2).
Apr 16,2012 TLH Conference with lead counsel to discuss strategy 0.20
Apr 16,2012 JRK Prepared plaintiffs reply in support ofPACA claim 1.80
addressing the debtor's objections (1.8).
Apr 16, 2012 JRK Prepared correspondence to local counsel 0.10
forwarding plaintiffs reply for filing (.1 ).
Apr 18,2012 TLH Reviewed court docket to identify upcoming 1.50
hearing and filing dates (.3); updated docket to
reflect all known deadlines (.2); reviewed and
regarding all upcoming deadlines and conference
with local counsel (.2).
Apr 18, 2012 JRK Conference with paralegal to discuss case 0.10
management issues ( .1 ).
Apr 30, 2012 JRK Conference with local counsel to discuss deadline 0.10
to file generic proof of claim in the bankruptcy
court and the need to do the same (.1).
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
HOURS
3.10
6.10
9.20
RATE
295.00
205.00
FEES
$914.50
$1 ,250.50
$2,165.00
4
DISBURSEMENTS
Apr 6, 2012 JRK Outside Legal Services
1308213; DATE: 4/6/2012
03/ 12 Legal services rendered
c:\bills\S78267.bil
2657717vl
TOTAL DISBURSEMENTS
June 11, 2012
575.50
575.50
$575.50
$2,740.50
Attorneys at Law
Suite3000
Chicago, Ulinois 60606-6677
Tel 312.360.6000
Chicago
Springfield
Eric Muller
Suite 201
FEIN #36-3238755
Re: Delta Produce
July 27, 2012
THROUGH MAY 31,2012:
DISBURSEMENTS
BALANCE DUE
$598.50
549.00
1, 147.50
$1.147.50
2 July 27, 2012
Re: Delta Produce
May 1, 2012 JRK Conference with local counsel to confirm 0.10
bankruptcy claim form filing deadline (0.1).
May 2, 2012 JRK Conference with local counsel to discuss new 0.10
motion to convert case to chapter 7 (0.1 ).
May 9, 2012 TLH Reviewed court docket to identify upcoming 0.50
reflect all known deadlines (0.1); reviewed and
review (0.2).
May 10,2012 TLH Reviewed bankruptcy court docket to identify 0.50
upcoming hearing and filing dates (0.2); updated
docket to reflect all known bankruptcy court
deadlines (0.1); reviewed and categorized
bankruptcy court pleadings in preparation for
attorney review (0.2).
May 10,2012 JRK Conference with local counsel to discuss status of 0.10
client disbursements (0.1 ).
May 14,2012 JRK Conference with local counsel to discuss hearing 0.20
date on outstanding PACA claim objections (0.2).
May 29,2012 TLH Reviewed court docket to identify upcoming 1.20
reflect all known deadlines (0.1 ); reviewed and
review (0.8).
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
DISBURSEMENTS
3
May 9, 2012 JRK Outside Legal Services
HOURS
0.50
2.20
2.70
RATE
295.00
205.00
1309452; DATE: 5/9/2012
TOTAL DISBURSEMENTS
c:\bills\581327 .bil
July 27, 2012
FEES
$147.50
$451.00
$598.50
549.00
549.00
$549.00
$1,147.50
Allomeys at Law
Suite 3000
Tel312.360.6000
Chicago
Springfield
FEIN #36-3238755
Eric Muller
Suite 201
Re: Delta Produce
Client Matter ID No. 2855 1-0001
Freeborn f::t Peters LLP
July 31,2012
THROUGH JULY 30, 2012:
DISBURSEMENTS
TOTALAMOUNTOFCURRENTSTATEMENT
BALANCE DUE
$223.00
308.00
531.00
$531.00
1111111111111111111111111111111111111111111111111111111
2 July 31,2012
Re: Delta Produce
Jun 4, 2012 TLH Reviewed court docket to identify upcoming 0.50
hearing and filing dates in adversary case (0.1 );
updated docket to reflect all known deadlines in
adversary case (0.1 ); reviewed court docket to
identify upcoming hearing and filing dates in
bankruptcy case (0.1 ); updated docket to reflect all
known deadlines in bankruptcy case (0.1); reviewed
and pleadings in bankruptcy case in
preparation for attorney review (0.1 ).
Jun 7, 2012 JRK Received and reviewed correspondence from
opposing counsel discussing the need to
compromise or settle some of the Debtor's
outstanding AIR (0.2).
Jun 11,2012 TLH Reviewed bankruptcy court docket to identify
upcoming hearing and filing dates (0.1 ); reviewed
and categorized bankruptcy court pleadings in
preparation for attorney review (0.2).
FEE SUMMARY
TIMEKEEPER
Klinowski, Jason R.
Holland, Tracey L.
TOTAL HOURS
TOTAL FEES
HOURS
0.20
0.80
1.00
RATE
295.00
205.00
0.20
0.30
FEES
$59.00
$164.00
$223.00
Freeborn &'Peters LLP
DISBURSEMENTS
Jun 12,2012 JRK
3
1310774; DATE: 6/12/2012
TOTAL DISBURSEMENTS
c:\bills\582181.biV2684332vl
July 31, 2012
308.00
308.00
$308.00
$531.00
Exhibit B
12-50073-lmc Doc#301-8 Filed 09/12/12 Entered 09/12/12 23:38:48 Exhibit B to
Klinowski Pg 1 of 3
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12-50073-lmc Doc#301-8 Filed 09/12/12 Entered 09/12/12 23:38:48 Exhibit B to
Klinowski Pg 3 of 3
12/28/2011 11: 39 18475497758
MULLER TRADING
PAGE 02/02 ,,
Muller
TRADlNC COMPANY INC.
545 N. MILWAUKEE AVE., SUITE 201 LIBERTYVILLE, IL 60048 U.S.A.
BILL TO
Delta Produce, LP
2001 S. Laredo St.
PHONE: (847) 549-9511 FAX: {847) Sl.lD-7758
SHIP TO
Delta Produce, LP
2001 S. Laredo St.
San Antonio, TX 78207-7023 San Antonio, TX 78207-7023
__ Origin_ -fP?.;e ! -l
J... -10 Ctn_ ------- .. ___ . _ - 1-- .1
DUE: ..
"The perishable ;agncultural commocm1es listed on U1i:s invoice are :sQid subj Kt to the atatutory trut;t authorized by e.etion S(c)
of the Perishable Agricultural Commodities Act, 1930 (7 U.S.C. 499e(c)). The seller of these commodities re.taln$ a trust claim
over these commodities. all Inventories of food or other products derived from these commodities, and any receivable or
pnnl1f:e<la from the sale of these CQI'I'Imodltlee unb1 full j';ayment
Interest at 1.5% p'r month will be applied to unpaid balance&. Interest and attorneys' fees necassary to CXllleet payment are
SI II'TlR owing in connection with the Venue of any action will be in Chicago, Illinois.
Report350
Page 1 of 3
BRUCE W. AKERLY
TEL: (312) 360-6000 FAX: (312) 360-6570
In Re: )
) Case No. 5:12-BK-50073-LMC
Debtor.
)
)
)
Chapter 11
DECLARATION OF ATTORNEY BRUCE W. AKERLY
I, Bruce W. Akerly, declare and state as follows:
1. I am local counsel for Muller Trading Company Inc. (the Claimant), and, in
such position, I am authorized to make this Affidavit. I am an adult and, based upon my own
personal knowledge, I am competent to testify at trial regarding the statements made in this
Affidavit. I file this Affidavit in support of the Claimants Motion for Reimbursement of Fees and
Costs and Application for Prejudgment Interest, Attorneys Fees and Costs.
2. I am an attorney at law duly licensed in the State of Texas and admitted generally
to practice before the United States District Courts for the Northern, Southern, Eastern and
Western Districts of Texas, Western and Eastern Districts of Wisconsin, Western District of
Tennessee, and the Eastern District of North Carolina. I am also generally admitted to practice
before the U.S. Supreme Court and the U.S. Circuit Court of Appeals for the Fifth and Sixth
Circuits.
3. I am partner in the law firm of Cantey Hanger, LLP (Cantey) and the handling
attorney for the instant action. I make this Declaration in support of Claimants Motion for
Reimbursement of Fees and Costs and Application for Prejudgment Interest, Attorneys Fees and
of Bruce Akerly Pg 1 of 3
Page 2 of 3
BRUCE W. AKERLY
TEL: (312) 360-6000 FAX: (312) 360-6570
Costs against the Debtors Delta Produce LP, Delta Produce Management LLC, Superior Tomato-
Avocado Ltd. (the Debtor).
4. In my position at Cantey, I am primarily responsible for the work being
performed on behalf of the Claimant and for advising Claimant in connection with the above
styled case.
5. I make this Affidavit in support of Claimants claim for attorneys' fees and costs
owed in connection with this action.
6. I have personally reviewed all time descriptions in the bills Cantey issued to the
Claimant in this matter from the start date of December 1, 2011 through June 30, 2012, which I
have attached to this affidavit as Exhibit A.
7. I found the time to have been reasonably incurred for the tasks performed and
necessary based on the actions of the Debtors.
8. My hourly billing rate on this matter was $385.00. Paralegal time in support of
this litigation is billed at $150.00 per hour.
9. I know these rates to be competitive in the narrow field of PACA trust
enforcement and at the lower end of any range when it comes to federal litigation.
10. As local counsel in this matter, my responsibilities are limited to reviewing
pleadings for local rule compliance, attending hearings, docket support and the like.
I declare the above statements to be true and correct under penalty of
perjury as set forth in 28 U.S.C. 1746.
Page 3 of 3
BRUCE W. AKERLY
TEL: (312) 360-6000 FAX: (312) 360-6570
/s/ Bruce W. Akerly
Bruce W. Akerly
CANTEY HANGER LLP
Dallas, Texas 75201
Telephone: (214) 978-4100
Facsimile: (214) 978-4150
Attorney for the Plaintiff
2707705v1
Exhibit A
12-50073-lmc Doc#301-10 Filed 09/12/12 Entered 09/12/12 23:38:48 Exhibit A to Akerly
Pg 1 of 19
Pg 2 of 19
CANTEY -HANGER, L.L.P.
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
District of Texas
Invoice
Invoice #
Date
MUL21 .BWA
Matter
1304945
01/16/12
104865
FEI#75-0756050
12/28/11 BWA Telephone conference and emails with J.
Klinowski regarding back up facts for
litigation in San Antonio against Delta.
12/28/11 BWA Communications with R. Kienzler regarding
complaint.
12/28/11 BWA Review complaint and arrange for filing of
same.
12/28/11 MZ Efile Complaint and several initiating
documents per B. Akerly; obtain information
for preparing Summons and report findings to
Hours
.30
.10
.60
.so
Amount
115. so
38.50
231.00
70.00
Pg 3 of 19
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
12/29/11
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
12/29/11 MZ
12/29/11 MZ
12/30/11 MZ
B. Akerly.
Review and respond to communication from R.
Kienzler regarding amended complaint.
Review and make minor revisions to proposed
amended complaint and confer with M. Zastrow
regarding s filing same.
Conferenced with J. Klinowski regarding
filing of motion for TRO and related order.
Review form of motion for TRO, motion for
TRO, motion to consolidate hearing on PI with
trial on merits, and Order and revisions to
same and work with M. Zastrow to arrange for
filing.
Communication with R. Stokes regarding motion
for TRO and Order.
Communication with Judge regarding motion for
TRO and possible hearing on same.
Review and respond to email from C. Stokes
regarding request for TRO .
Prepare amended Certificate of Conference.
Communication with Judge Sparks chambers
regarding request for TRO and related issues.
Prepare amended certificate of conference
based on communications with counsel for
Delta Produce.
Communications with J. Klinowski regarding
status of TRO request.
Telephone conference with Judge Sparks
regarding TRO.
Review response in objection to TRO.
conversation with Court and opposition to
TRO.
Efile Motion for TRO, Brief in Support of
Motion for TRO, TRO, Certificate of
Conference, Certificate of Service and Motion
to Consolidate Cases; contact the clerk's
office regarding location of case and
requirements to change to different division;
prepare and submit several Summons to the
clerk for issuance of same per B. Akerly.
Revise, scan and efile Notice of Related Case
and a Temporary Restraining Order in several
pending cases per B. Akerly.
Contact and arrange for TRO to be served on
International Bank of Commerce (IBC) in Port
... ... - ... .
Invoice #
Date
1304945
01/16/12
MUL21 .BWA
Matter 104865
Hours
.20
.40
.30
1.00
.10
.10
.10
.20
.20
.20
.20
.10
.20
.10
2.00
1.00
2.00
Amount
77.00
154 . 00
115. so
385.00
38.50
38.50
38 . 50
77.00
77.00
77.00
77.00
38.50
77.00
38.50
280.00
140.00
280.00
Pg 4 of 19
Date
Attorney
Atty Description
Lavaca and on the registered agent for IBC,
Dennis Nixon; efile Motions, Orders,
Memorandums in Support and Certificate of
Service regarding the PACA claims procedures
per B. Akerly.
Staff Level Hours
Akerly, Bruce W.
Zastrow, Marie
Partner
Paralegal
4.40
5.50
EXPENSES
TOTAL EXPENSES
INVOICE TOTAL
PRIOR BALANCE
BALANCE DUE
Invoice #
Date
1304945
01/16/12
MUL21 .BWA
Matter 104865
Hours
9.90
Rate
385.00
140.00
Amount
$ 2,464.00
Amount
1,694.00
770.00
Amount
$ 00
$ 2,464 . 00
$ 00
$ 2,464.00
. : '
Pg 5 of 19
. ' : . . .. . .
Attorneys at Law
Cantey Hanger Plaza
600 W. 6th Street. Suite 300
Muller Trading Company, Inc .
Chicago, IL 60606
Day- Harper, Individually
Cause No. 11-cv-01114- SS; In the
District of Texas
Invoice
Invoice #
Date
1305120
02/07/12
MUL21 .BWA
Matter 104865
FEI#75-0756050
Date Atty Descri pti on Hours Amount
1/03/12 BWA Attention to matters relating to service of
process and hearing on preliminary injunction
and communications with J. Klinowski
regarding same.
1/03/12 BWA Communications with IBC regarding TRO and
deposit account issues.
1/03/12 BWA Communications with J. Klinowski regarding
IBC contacts and deposit account.
1/03/12 BWA Communications with C. Stokes regarding
service of summons and Preliminary
.30 115.50
.30 115.50
. 30 115 . 50
.10 38.50
Pg 6 of 19
Date
1/03/12
, . ..
1/04/12
1/04/12
1/04/12
1/04/12
1/05/12
1/05/12
1/05/12
1/05/12
1/05/12
1/05/12
1/06/12
1/06/12
Atty Description
Injunction.
MZ Contact clerk's office regarding hearing and
document requirements; contact various IBC
bank locations for branch managers; contact
head office for IBC for legal department
information; report findings to B. Akerly.
BWA Investigate bankruptcy filings of Delta
Produce and Superior Tomato and communication
with J. Klinowski regarding same and options
going forward.
BWA Review and respond to email from J. Kl inowski
regarding options email and going forward.
BWA Review suggestions of bankruptcy filed by
Delta Produce and communications with J.
MZ Several calls to chambers regarding
preliminary injunction hearing; prepare
drafts of Notices of Appearance for Delta
Produce L.P., Superior Tomato- Avocado and
Atled bankruptcy cases and forward to B.
Akerly for review.
MZ Scan and efile Notice of Appearance in Delta
Produce, L.P., Superior Tomato-Avocado and
Atled, Ltd. bankruptcy cases per B. Akerly.
regarding lift stay and other issues and
abstention motion of Delta.
BWA Telephone conference with C. Stokes
(multiple) regarding abstention and
acceptance of service of process.
BWA Telephone conference with Judge Spark's
office regarding hearing on PI request.
BWA Review Motion to Abate proposed by C. Stokes.
regarding possible removal of federal action.
BWA Attend hearing on PI and other matters in
Austin, Texas for client, meeting with
counsel for Delta, review documents provided
by Delta, telephone conference with J.
Klinowski regarding outcome of hearing
(including 2 . 50 hours travel time).
BWA Follow up with counsel for Delta on cash
collateral order and proposed abstention
orders and communication with client/J.
BWA Review and make revisions to proposed
Invoice #
Date
MUL21 .BWA
Matter
Hours
2.00
.30
.20
.30
1.80
.90
.20
.10
.10
.30
.20
. .. . ..... : .. . ... .. .
1305120
02/07/12
104865
Amount
300.00
115.50
77.00
115.50
270.00
135.00
77.00
38.50
38.50
115 . 50
77.00
5.00 1,925.00
.20 77.00
.50 192 .so
Pg 7 of 19
abstention order.
1/10/12 BWA Review proposed order on transfer and freeze
on PACA funds and make suggested changes to
same.
1/10/12 BWA Communications with counsel for Delta
regarding transfer, PACA funding issues.
". 1:/ 10/12 BWA Communications with J : Klinowski regarding
PACA funding and transfer order.
1/12/12 BWA Review notices of hearing and pleadings filed
relating to bankruptcy and communications
with J. Klinowski regarding same.
1/13/12 BWA Review first day motions, including Motion to
Use Cash Collateral, Motion for Joint
Administration.
1/13/12
1/13/12
1/16/12
1/16/12
1/17/12
1/17/12
1/19/12
1/19/1.2
1/19/12
1/19/12
1/23/12
1/23/12
1/23/12
1/24/12
1/24/12
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
BWA
Attend hearing on use of cash collateral and
related first day motions of debtors
(telephone) .
Report to J. Klinowski regarding hearing on
first day motions.
Review email and attached documents from R.
Goldman relating to proposed PACA claim
procedure and related issues involving cash
collateral.
regarding cash collateral issues.
Attend hearing on cash collateral.
Communication with J. Klinowski -regarding
hearing on cash collateral.
Review transfer orders on civil actions.
Confirm service of process issues on
defendant in civil action.
Review Motion to Set Claims Procedure and
communications from counsel regarding same.
claim procedures and related matters.
regarding Motion to use PACA funds to pay for
operations.
Review Motion for Relief PACA.
Review Motion to Use PACA Funds.
Review motion by some PACA claimants to use
PACA funds and Motion for PACA Claims
Procedures.
Attention to hearing by telephone on motion
by some PACA claimants to use PACA funds and
Motion for PACA Claim Procedures and report
Invoice #
Date
MUL21 .BWA
Matter
Hours
.so
.20
.10
.40
.30
1.30
.20
.20
.20
.50
.1.0
.10
.10
.20
. 10
.20
.10
.10
.30
1.00
1305120
02/07/12
104865
Amount
192.50
77.00
3.8;50
154.00
115.50
500.50
77.00
77.00
77.00
192.50
38.50
38.50
38.50
77.00
38.50
77.00
38.50
38.50
115.50
385 . 00
Pg 8 of 19
Invoice # 1305120
to J. Klinowski regarding same.
1/24/12 BWA Confer with M. Zastrow regarding service of
process on individual defendants.
1/24/12 MZ Obtain summons from court; assembl e multiple
Summons and Complaints; forward same to
p r o ~ e s s service; scan and efile Affidavit of
service of TRO on International Bank of
Commerce per B. Akerly.
1/25/12 MZ Revise Certificate of Service per B. Akerly;
assemble various exhibits; scan and efile
Certificate of Service per B. Akerly.
Date
MUL21
Matter
Hours
.20
1.50
1. 00
22.00
Rate
Akerly, Bruce W.
Zastrow, Marie
Partner
Paralegal
14.80
6.20
385.00
150.00
INVOICE
NUMBER
1304945
EXPENSES
Subpoena Fees
Fi l ing Fees Filing
TOTAL EXPENSES
INVOICE TOTAL
DATE
1/16/12
INVOICE
AMOUNT
2,464.00
PRIOR BALANCE
BALANCE DUE
PAYMENTS
AGAINST
INVOICE
.00
INVOICE
BALANCE
2,464.00
02/07/12
.BWA
104865
Amount
77.00
225.00
N/C
$ 6,628.00
Amount
5,698.00
930.00
Amount
398.00
350.00
$ 748.00
$ 7,376.00
$ 2,464.00
$ 9,840.00
Pg 9 of 19
. : . . .. .. ~ . . ; .. . ' ' - . : . :-. ;.; :..: :-: :.:-: .. ": .... : .. ,_,, . . . .... . ' .
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
District of Texas
Invoice
.... _:._ _. ::'. , ........ >. .. .. . : .
Invoice #
Date
1306679
03/08/12
MUL21 .BWA
Matter 104865
FEI#75-0756050
2/07/12 BWA Review recent pleadings regarding PACA
procedure, website documentation processing.
2/07/12 BWA Email to J. Klinowski regarding PACA claim
issues.
2/08/12 MZ Obtain proof of claim deadline and prepare
scheduling memo from the Order Establishing
deadlines to file PACA trust claims and
forward to B. Akerly.
2/15/12 BWA Review Motions to Sell and status of
adversary action and email to J. Klinowski
.20 77.00
.10 38.50
1. 00 150.00
.30 115.50
Pg 10 of 19
: - ' .
. - .: ;., . .: ... .. . . :- : . :- ,;.: . : J .:::: .. ,. . : .. ... . . : .. . . '/. .; .. . . .. : . . .
Invoice # 1306679
regarding same.
Sell
emails
2/16/12 BWA Review notices of hearing on Motions to
Assets, review scheduling memo, review
from J. Klinowski regarding PACA claim
deadlines, and email to J. Klinowski
regarding same.
Date
MUL21
Matter
Hours
.20
1.80
Akerly, Bruce W.
Zastrow, Marie
Date EXPENSES
Partner
Paralegal
2/13/12 SECRETARY OF STATE 0 Check # - 000301809
On-Line Research
Out-of-Town Expenses 01/05/12 TAXI/PARKING
TRAVEL TO AUSTIN TO ATTEND HEARING
.80
1.00
385.00
150.00
Out-of-Town Expenses 01/05/12 TRAVEL TO AUSTIN TO
ATTEND HEARING - AIRFARE
2/14/12 AMERICAN Check # - 000301740
INVOICE
NUMBER
1304945
1305120
Meals - TRAVEL TO AUSTIN TO ATTEND
HEARING
TOTAL EXPENSES
INVOICE TOTAL
DATE
1/16/12
2/07/12
INVOICE
AMOUNT
2,464.00
7,376.00
PAYMENTS
AGAINST INVOICE
INVOICE BALANCE
.00 2,464.00
.00 7,376.00
03/08/12
.BWA
104865
Amount
77.00
$ 458.00
Amount
308.00
150.00
Amount
1. 00
136.00
397.60
28.79
$ 563.39
$ 1,021. 39
Pg 11 of 19
.. . ...
. . . . . . ~ . . ... . . . . . . . : '; : .. ~ . : ~ ...., . : ..... ... -. . : ... . :. . . ,.." :
PRIOR BALANCE
BALANCE DUE
.. ::. ::;.. ....
Invoice #
Date
1306679
03/08/12
MUL21 . BWA
Matter 104865
$ 9,840.00
$ 10,861.39
Pg 12 of 19
: .. .... :: .. : .-- : . ~ . ~ . :' ': ,. :, ' . ; :.; ; ~ '
CANTEY . HANGER, L.L.P.
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
Re : Muller Trading Company, Inc. vs.
Cause No . 11- cv-01114-SS; In the
u.s. District For for the Western
District of Texas
Invoice
. .... - ~ .. : . .... : . - ~
. ~ ., . . .
Invoice #
Date
1308213
04/06/12
MUL21 .BWA
Matter 104865
FEI#75-0756050
Payment is due upon receipt of this invoice . Please disregard "past due" amount
Date Atty Description. Hours Amount
3/02/12 BWA Review and respond to emails from J.
3/06/12
3/07/12
3/07/12
Klinowski regarding PACA proof of claim of
Muller and related issues; review Muller PACA
claim form.
BWA Investigation into filing of claim in
registry versus in main case and related
issues; confer with N. Starr same.
BWA Follow up on status of adversary.
BWA Prepare notice of filing of Proof of Claim to
be filed in POC register of Court.
.30
.30
.20
.40
115.50
115.50
77.00
154.00
Pg 13 of 19
:: :.:::.: .. :: ... :. . . .. - ~ . . :' : :. ~ , . ,; .. . : ...... : .. ... . " : ... ' ~ : . .. ' . . : . .... .
. . ' .. . .. ,.-:_, .. ~ .. . . . ... .
Invoice # 1308213
3/07/12 BWA Email to J. Klinowski regarding filing of POC
and status of adversary.
3/07/12 MZ. Revise, scan and efile Notice of PACA Trust
Proof of Claim per B. Akerly.
Date
MUL21
Matter
Hours
.10
.so
1.80
Akerly, Bruce W.
Zastrow, Marie
EXPENSES
Partner
Paralegal
TOTAL EXPENSES
INVOICE TOTAL
1.30
.so
385.00
150.00
PAYMENTS
INVOICE INVOICE AGAINST INVOICE
NUMBER DATE AMOUNT INVOICE BALANCE
130494S 1/16/12 2,464.00 .00 2,464.00
130S120 2/07/12 7,376.00 .00 7 ,376 . 00
1306679 3/08/12 1,021.39 .00 1,021.39
PRIOR BALANCE
BALANCE DUE
04/06/12
.BWA
$
10486S
Amount
38.SO
7S.OO
575.50
Amount
500.SO
75.00
Amount
$ 00
$ 575 . 50
$ 10,861.39
$ 11,436.89
Pg 14 of 19
Attorneys at Law
MERIT AS Law Finns Worldwide
Cantey Hanger Plaza
Muller. Trading Company, Inc.
Chicago, IL 60606
Re: Muller Trading company, Inc. vs.
Management LLC, W a l t ~ r Jensen,
District of Texas
Invoice
Invoice #
Date
MUL21 .BWA
Matter
1309452
05/09/12
104865
FEI#75-0756050
4/03/12 BWA Review objection to PACA trust claim and
forward to J. Klinowski for disposition and
related matters.
4/16/12 BWA Review pleading and information from J.
Klinowski regarding filing of responses to
objections to claim; work with M. Zastrow to
file responses.
4/16/12 MZ Efile Reply in Support of the PACA Trust
Claim of Muller Trading and Exhibit to same;
forward file marked copy to interested
.50 192. so
.50 192.50
.so 75.00
Pg 15 of 19
parties per B. Akerly.
Attorney Staff Level
Akerly, Bruce W.
Zastrow, Marie
Partner
Paralegal
EXPENSES
Subpoena Fees
TOTAL EXPENSES
INVOICE TOTAL
Hours
1.00
.50
Invoice # 1309452
Date
MUL21
Matter
Hours
1.50
Rate
385.00
150.00
05/09/12
.BWA
104865
Amount
$ 460.00
Amount
385.00
75.00
Amount
89.00
$ 89.00
$ 549.00
INVOICE
NUMBER DATE
1/16/12

1306679v / 3/08/12
13082130i 4/06/12
INVOICE
AMOUNT
2,464 . 00
7,376.00
1,021.39
575.50
PRIOR BALANCE
BALANCE DUE
PAYMENTS
AGAINST INVOICE
INVOICE BALANCE
.00 2,464.00
.00 7,376.00
.00 1, 021.39
.00 575.50
$ 11,436. 89
$ 11,985.89
Pg 16 of 19
.: . , : I : . ~ .
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
District of Texas
Invoice
,,
,' . ..
Invoice #
Date
MUL21 .BWA
Matter
1310774
06/12/12
104865
FEI#75-0756050
if you have s ~ n t your payment.
5/01/12 BWA Review and respond to email from J. Klinowski
regarding PACA claim and related issues.
5/07/12 BWA Review email and issues from C. Stokes
regarding claim objection; analysis of same;
5/08/12 BWA Review email from J. Klinowski regarding
status of offer to allow PACA claim and
at.torney fee issues; email to C. Stokes
regarding same.
5/30/12 BWA Review cash balance chart from C. Stokes;
.10
.30
.20
.20
38.50
115.50
77.00
77.00
Pg 17 of 19
Date
Attorney
Atty Description
Staff Level
Akerly, Bruce w. Part ner
EXPENSES
TOTAL EXPENSES
INVOICE TOTAL
Hours
.80
Invoice # 1310774
Date 06/12/12
MUL21 .BWA
Matter 104865
Hours Amount
.80 $ 308. 00
Rate Amount
385.00 308.00
Amount
$ .00
$ 308.00
INVOICE
NUMBER
1309452
DATE
5/09/12
PRIOR BALANCE
BALANCE DUE
INVOICE
AMOUNT
. 549.00
PAYMENTS
AGAINST
INVOICE
.00
INVOICE
. BALANCE
549. oo
$ 549.00
$ 857.00
Pg 18 of 19
Attorneys at Law
Cantey Hanger Plaza
Chicago, IL 60606
U.S. District for the Western
District of Texas
Invoice
Invoice #
Date
MUL21 .BWA
Matter
13152_05
08/29/12
104865
FEI#75-0756050
5/10/12 BWA Review PACA special counsel filing and report
on PACA claims and forward to J. Klinowski
regarding same; communication with C. Stokes
regarding A/F issues.
6/07/12 BWA Review email from C. Stokes regarding
possible settlement and PACA funding and
communications with J. Klinowski regarding
same; review motion and PACA trust chart and
6/20/12 BWA Review email and attachment from C. Stokes
Hours
.30
.30
. 20
Amount
115.50
115.50
77.00
Pg 19 of 19
regarding settlement proposal on PACA
claims/assets; email to J. Klinowski
regarding same.
6/30/12 BWA Review email and proposal for settlement;
email to J. Klinowski re same.
TOTAL PROFESSIONAL HOURS/PEES
Akerly, Bruce W. Partner 1. 00
EXPENSES
TOTAL EXPENSES
INVOICE TOTAL
PRIOR BALANCE
BALANCE DUE
Invoice #
Date
1315205
08/29/12
MUL21 .BWA
Matter 104865
Hours Amount
.20 77.00
1.00 $ 385.00
Rate Amount
385.00 385.00
Amount
$ 00
$ 385.00
$ 00
$ 385.00

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