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ThomasJ. D'Amato - 219174
damatolc.com,
D'Amato Law Corporation
61D Avenida de Orinda
inda, CA. 94563
Telephone: (925) 317-1700
Facsimile: (925) 317-3239
Attomeys for Cross-Defendant
GENA ZISCHKE
SUPERIOR COURT OF THE STATE OF CALIFORNIA
COUNTY OF SAN MATEO
JEFFREY F. RYAN, Case No.: 21-CIV-04391
10 Plaintiff, REQUEST FOR JUDICIAL NOTICE IN
11 SUPPORT OF DEMURER BY CROSS-
vs. DEFENDANT GENA ZISCHKE
12
WILLIAM CARLOS LEET, and DOES 1 to
13 10, Date: August 1, 2023
Time: 2:00 pm
14 Judge Nancy L. Fineman
Defendants.
15
16
WILLIAM CARLOS LEET,
17
Cross-Complainant,
18
19 vs.
20 JEFFREY F. RYAN, FRED GEISLER,
NORMAN C. FLEMING, GENA
21 ZISCHKE, and ROES 1 to 10,
22
Cross- Defendants
23
24.
25
26
27
28
-0-
REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF DEMURRER BY CROSS-DEFENDANT GENA ZISCHKE
1 Pursuant to Califomia Code of Civil Procedure §§ 430.70, Califomia Evidence Code sections
2 451, 452, and 453, Califomia Rules of Court, Rule 3.1306(c), and related and applicable laws, rules,
3 and decisions, Cross- Defendant GENA ZISCHKE asks this Courtto take judicial notice of the following
4 || attached documents, records, and facts in support Demunrer:
5 1 Complaint by Jeffrey F. Ryan (“Ryan”) filed against William Carlos Leet (“Leet”) on.
6 August 17, 2021, a true and correct
copy of which is attachedto this requestas ExhibitA . (See
7 Ryanv. Leet, Superior Court of Califomia, County of San Mateo, Case No.: 21-CV-04391 “the
8 Fee Action”.)
9 2. First Amended Verified Cross-Complainant filed by Leet on April 24, 2023, in the Fee
10 Action, a true and correct
copy of same is attached to this request as Exhibit B.
11 3. Declaration of William Carlos Leet in support of Opposition to Plaintiff-
12 Counterdefendants Motion for Summary Judgment or, in the altemative, Summary Adjudication
13 filedby Leet
on May 23, 2023, in the Fee Action, a true and correct
copy of same is attachedto
14 this request as Exhibit C .
15 4. Defendant’ s Separate Statement in Opposition to Motion for Summary Judgment or, in
16 the altemative, Summary Adjudication filed by Leet on May 23, 2023, in the Fee Action, a true
17 and correct copy of sameis attached to this request as Exhibit D.
18 5. Index of Exhibits in Opposition to Motion for Summary Judgment or, in the altemative,
19 Summary Adjudication filed by Leet on May 23, 2023, in the Fee Action, a true and correct
20 copy of same is attached to this request as Exhibit E.
21 6. Orders Granting Good Faith Settlement Determination on 11/12/19, 6/18/21, and
22 11/15/22, in the Fee Action, a true and correct
copy of sameis attachedto this request
as Exhibit
23 F
24.
25
DATED: June 12, 2023 D’AMATO LAW CORPORATION
26 wy DS AG —
ThomasJ. D'Amato
27 Attomeys for Cross-Defendant
GENA ZISCHKE
28
-1-
REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF DEMURRER BY CROSS-DEFENDANT GENA ZISCHKE
CERTIFICATE OF SERVICE
I, Gina Taber, declare:
I ama citizen of the United States, am over the age of eighteen years, and am not a party to or
interested in the within entitled cause. My business address is 25 Orinda Way Suite 308, Orinda, CA
94563
OnJune 12, 2023, I served the following document(s) on the parties in the within action:
REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF BY CROSS-DEFENDANT GENA
ZISCHKE
VIA E-MAIL: | attached the above-described document(s) to an e-mail message, and
10 invoked the send command at approximately
the person(s) at the e-mail address(es) li:
damatolawcorp.com/
Sted below.
5:00 PM to transmit the e-mail messageto
My email address is
11
12
WilliamA. Lapcevic Attomey for Plaintiff and Cross-Defendant
13 Justin S. Draa JEFFREY F. RYAN
DIBENEDETTO LAPCEVIC & DRAA, LLP
14 1101 Pacific Avenue, Suite 320
Santa Cruz, CA 95060
15 wal@did-law.com
jdrea@did-law.com
16
William Carlos Leet Attol for Defendant and Cross-Complainant
17 Peter Del Vecchio WILLIAM CARLOS LEET
Leet Law, as Association of Attomeys
18 210 North Fourth Street, Suite 201
San Jose, CA 95112
19 wel@leetlaw.com
20
I declare
under penalty of perjury
under the laws of the State of Califomia
that the foregoing is a
21
true and correct statement and that this Certificate was executed on June 12, 2023.
22
23
Bi
24.
25
26
27
28
-2-
REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF DEMURRER BY CROSS-DEFENDANT GENA ZISCHKE
EXHIBIT A
Electronically
WILLIAM A. LAPCEVIC (SBN 238893) by Superior Court of California, County of San Mateo
JUSTIN S. DRAA (SBN 253688) ON 8/17/2021
DIBENEDEITO LAPCEVIC & DRAA, LLP
By. /s/ Wai Shan Lee
1101 Pacific Avenue, Suite 320 Deputy Clerk
Santa Cruz, Califomia 95060
Tel.: (831) 325-2674
Fax: (831) 477-7617
Email: wal@dl-lawilp.com
Email: jdraa@dl-lawilp.com
Attomeys for Plaintiff JEFFREY F. RYAN
SUPERIOR COURT OF THE STATE OF CALIFORNIA
10 COUNTY OF SAN MATEO
11
12 JEFFREY F. RYAN, Case No, 21-CIV-04391
13 Plaintiff, COMPLAINT FOR DAMAGES:
vs.
14
1) BREACH OF CONTRACT
15 WILLIAM CARLOS LEET, an individual; 2) DECLARATORY RELIEF
and DOES 1-10. 3) CIVIL EXTORTION
16
Defendants.
17
18
19 Plaintiff JEFFREY F. RYAN (“Plaintiff” or “RY AN”), hereby Complain against Defendant
20 WILLIAM CARLOS LEET, an individual (“Defendant” or “LEET”), and DOES 1-10, and alleges
21 as follows:
22 THE PARTIES, STANDING, JURISDICTION, AND VENUE
23 1 Plaintiff RY AN is, and
at all relevant times was, an attomey licensed
by the State
24 Bar of Califomia, practicing law in the County of San Mateo.
25 2. Defendant LEET (State Bar Number 184845) is an individual who, at all times
26 alleged herein, held himself out to the public and to Plaintiff
as a competent attomey licensedby
27 the State Bar of Califomia who agreed to affiliate with Plaintiff Ryan in the representation of
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 1 of 9
clients in a civil lawsuit venued in Superior Coutt of the State of Califomia County of San Mateo.
3. The Defendant’s wrongful acts and resulting harm to Plaintiff, as alleged herein,
were taken in relation
to, and affected, a civil lawsuit pending in the Superior Court of San Mateo
County, within the City of Redwood City and County of San Mateo. All parties either reside or
do business in or near the County of San Mateo, where nearly all witnesses and experts in this
matter work or reside, including
the clients in the underlying
case.
4. At present, Plaintiff is unaware of the true names and capacities - whether
corporate, individual, or otherwise - of those Defendants named herein as DOES 1 through 10,
inclusive. Therefore, such Defendants are sued by fictitious names, pursuant to the provisions of
10 Code of Civil Procedure section 474. Plaintiff will request leave of this Court to amend the
11 Complaint
when the true names of fictitiously named Defendants are known. Plaintiff is informed
12 and believes and thereon alleges that DOES 1 through 10, inclusive, are directly and proximately
13 responsible in some manner
for the acts and damages complained of herein. Plaintiff is informed
14 and believes and therefore alleges that at all times relevant to this Complaint, DOES 1 through 10
15 were individuals and/or entities whose conduct are directly and proximately responsible in some
16 manner for the acts and damages alleged herein.
17 5. The amount in controversy exceeds $25,000.
18 6. Unless otherwise indicated, the allegations herein are made on information and
19 belief.
20 FACTS AND GENERAL ALLEGATIONS
21 7. In or about 2017, RYAN was retained by Fred H. Geisler and related entities and
22 individuals (“Clients”) to prosecute a civil lawsuit against Terry Johnston and related entities and
23 individuals in a lawsuit entitled Geisler v. Johnston et. al. venued in San Mateo County as
24 Case No. 17CIV02888 (the “Geisler Litigation’).
25 8. From the outset of the Geisler Litigation, the Clients agreed to pay a lower hourly
26 rate and a contingency on the recovery via judgment or settlement of the matter. With approval of
27
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 2 of 9
Clients, RYAN retained attomey Jennifer Hagan as well as attomey Misasha Graham Suzki to
assist in handling
the matter.
9. On March 1, 2019, after almost two years of scorched earth litigation
tactics by the
Johnston parties, the litigation became more expensive than originally anticipated. In order to
proceed, the Clients requested that the fee agreement be converted to a full contingency fee
agreement and that they receive a credit for the hourly attomey fees that they had paid prior to
Apzil 1, 2019, against any contingency fee award eamedby Ryan.
10. Thereafter, RYAN contacted his professional colleague WILLIAM LEFT and.
asked if he would assist in the prosecution of the matter in exchange for one third (1/3) of the
10 contingency fee to be eamedby RY AN. Specifically, LEET agreed to draft and respond to all law
11 and motion work, prepare
and respond to all pleadings related to trial preparation including but
12 not limited to, deposition subpoenas, trial subpoenas, motions in limine, oppositions to motions in
13 limine, pre-trial briefing, post-trial briefing, putting together exhibits and exhibit list and any other
14 briefing which arose out of trial.
15 11. LEET agreed and the terms were put into a written fee agreement with the Clients
16 which set forth the fee schedule in Paragraph 5 as follows:
17 This is a straight CONTINGENCY FEE AGREEMENT, whereby Clients agree to pay
Atto a fee amounting to THIRTY-THREE AND ONE-THIRD PER CENTUM
18 (33 1/3%) OF Client’s gross recovery, PROVIDED that the matter is settled earlier
than 120 days prior to the date first set for trial. If the matteris resolved later than 120
19
days before the date of the first-set trial date, the fee shall be FORTY PER CENTUM
20 (40%) of the gross recovery, whetherby settlement orjudgment, realized
in this matter.
If thereis no recovery, there is no fee to Attomey.
21
Clients will be given a credit against any fees owed under this agreement for amounts
22 Clients have paid through April 30, 2019, to Attomey or any otherattomey or paralegal
who has billed on this case through that date. The only attomey who will charge for
23
their time after April 30, 2019, through trial will be Miasha Graham Suzki. Starting
24 May 1, 2019, Miasha will charge Clients only $100 per hour for her time. Any amounts
owed to Jennifer Hagan under the old fee agreement with Attomey (which was half
25 hourly half contingency) shall come out of Attomey’s share of any settlement or
recovery on behalf of Clients. Similarly, any amounts owedto Misasha G Suzki above
26 the agreed upon $100 per hour due from Clients starting on May1, 2019, shall be the
27 responsibility of Attomey not Clients.
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 3 of 9
From Jan 1, 2019, through April 30, 2019, Clients will be responsible for half of
Jennifer Hagan’s normal hourly rate for work performed on this case as well as $200
per hour for MisashaG Suzki. Jennifer Hagan will no longer work on the case after
Apmil 30, 2019. She will be replaced by Attomey’s former partner, Carlos Leet, who
will split the contingent
fee with 1/3to Carlos Leet and 2/3 to Attomey. (See Exh. A.)
12. After receiving the fully executed fee agreement, RYAN sent a copy of the
contingency fee agreement to LEET.
13. Shortly after receiving the executed fee agreement, LEET began to provide certain
legal services in the underlying
matter.
14. At some point prior to trial, LEET began to refuse and even ignore requests to
10 perform crucial legal services
in the matter. On one occasion, after RY ANrequested
that LEET
11 assist in preparing
for trial, LEET responded
that he was essentially
too busy with his own clients
12 to committo performing
the requested services.
13 15. LEET’s repeated refusals or failuresto perform services as required
under the fee
14 agreement occurred so often that the Clients in the underlying matter presumed that LEET had
15 abandoned
the case.
16 16. Moreover, due to LEET’s refusal to provide any services to assist with tial
17 preparation except a couple of motions in limine, RY AN and the Clients were forced to go out and
18 hire another attomey and paralegal to perform the services which LEET agreed to perform as
19 consideration for 1/3 of the contingency fee. LEET’s refusal to perform services and ignoring
20 numerous requests for assistance in the underlying matter caused the Clients to incur attomey and
21 paralegal fees in excess of $100,000 to have work performed by other legal professionals which
22 LEET was contractually obligated to perform.
23 17. The Geisler Litigation proceeded through a 3 1/2 week bench trial, of which LEET
24 never even botheredto attend
a single day oftrial or assist in any of the trial work.
25 18. On or about June 15, 2021, the Court granted Clients motions for good faith
26 settlement as to the derivative settlement by which Clients were to be paid $2,975,000.
27
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 4 of 9
19. Shortly after the Order granting the good faith settlement, LEET demanded
paymentof $357,000
as his purported
share of the contingency fee.
20. RYAN reminded LEET that the fee agreement provided that the clients were
entitled to a credit for attomey fees paid prior to April 30, 2019. Further, RYAN informed LEET
that the Clients had paid approximately $650,000 in attomey fees priorto April 30, 2019, and that
there was an additional $90,000 owed to Jennifer
Hagan. Thus, the total fee eamed
from the
settlement was $450,000 (i.e., 40% of $2,975,000 = $1,190,000; and $1,190,000 - $740,000 =
$450,000).
21. Despite LEET’s refusal to provide services, breach
of contract, and abandoning
the
10 Clients and RY AN in the underlying matter, RY AN still offered to pay LEET the equivalent to
11 what LEET was entitled to under the terms of the contingency fee agreement.
12 22. LEET has refused and has instead threatened suit against RY AN.
13
14 FIRST CAUSE OF ACTION
15 (reach of Oral C ontract)
16 23. Plaintiff alleges and incorporates by reference paragraphs 1 through 22, above, as
17 though fully set forth herein.
18 24. Plaintiff RYAN entered into an oral agreement with LEFT, under which terms
19 LEET would provide litigation services of the underlying matter in exchange for one third (1/3) of
20 the eamed contingency
fee. LEET agreed to perform the services which had previously been
21 performed
by Jennifer Hagan. Specifically, LEET agreedto draft and respondto all law and motion
22 work, prepare
and respond to all pleadings relatedto trial preparation
including but not limited to,
23 deposition subpoenas, trial subpoenas, motions in limine, oppositions to motions in limine, pre-
24 trial briefing, post-trial briefing, putting together exhibits and exhibit list and any other briefing
25 which arose in the Geisler Litigation.
26 25. RYAN justifiably and detrimentally relied on LEET’s promise to provide legal
27 services to assist in the Geisler Litigation.
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 5 of 9
26. RYAN hired other counsel and paralegals - who were paid forby the Clients - to
perform the services which LEFT had agreed to perform but subsequently ignored or refused to
provide. RY AN took the matter through a bench trial with no assistance
from LEET.
27. Despite failing to perform any of the services which he promised to provide, LEET
is now demanding one third (1/3) of the gross contingency fee from the Clients without any
acknowledgment of credits due for previously paid hourly fees.
28. RYANis informed
and believes that LEET’ s conductas described hereinabove wes
a substantial factor in causing the RYAN to have to hire additional legal service providers and
another attomey, which further diminished the contingency feeto be eamed.
10 29. RYANis informed and believes that as a direct result of LEET’s breach of contract
11 that he has been damaged in an amount in excess of this Court’s jurisdictional limit to be proven
12 at tial.
13 SECOND CAUSE OF ACTION
14 (Declaratory Relief)
15 30. Plaintiff realleges and incorporates by reference paragraphs 1 through 29, above,
16 as though fully set forth herein.
17 31. There is a dispute between RY AN and LEET as to the amount of the contingency
18 owed
to LEET, if any at all, pursuant to the written contingency fee agreement. RYAN claims
19 that, pursuantto the fee agreement, the contingency fee is calculated after crediting Clients with
20 the amounts paid by Clients prior to April 30, 2019, and that pursuant to the terms of the
21 contingency fee agreement that LEET is owed $150,000. LEET claims that he is owed one-third
22 of forty percentof the total settlement amount which equals $357,000. LEET claims that no credit
23 shouldbe given to the Clients in calculating his fee.
24 32. RYAN seeks a judicial determination of his rights and duties with respect to the
25 split of the contingency portion of the fee agreement.
26 33. A judicial declaration is necessary and appropriate at this time, under the
27 circumstances, in order that RYAN may ascertain his rights in contingency fee portion of the
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 6 of 9
settlement, andto facilitate the distribution of the settlement proceeds.
34. Without judicial intervention and resolution of these issues, Ryan will be deprived
of his portion of the settlement in a case on which he has worked for over 4 years.
35. RYAN seeks a declaration from the Court finding that the contingency portion of
the fee is to be calculated
by subtracting the amount of credit the Clients paid prior to April 30,
2019, from 40% of the total settlement amount set forth in the Order granting the good faith
settlement.
THIRD CAUSE OF ACTION
(Civil Extortion)
10 36. Plaintiff realleges and incorporates by reference paragraphs 1 through 35, above,
11 as though fully set forth herein.
12 37. Califomia Penal Code § 519 provides, in relevant part:
13 Fear, such
as will constitute extortion, may be induced
by threat, either:
14 1) To do an unlawful injury to the person or property of the individual threatened or
of a third person;
15
16 2) To accuse the individual threatened, or arelative of his or her, or memberof his or
her family, of a crime; or
17
3) To expose, orto impute
to him, her, orthema deformity, disgrace
or crime...
18
19 38. Califomia Penal Code § 523 provides:
20 Every Person who, with intent to extort any money or other property from another,
sends or deliversto any person any letter or other writing, whether subscribed or not,
21 expressing or implying, or adaptedto imply, any threat such as is specifiedin Section
519, is punishable in the same manner as if such money or property were actually
22
obtained by means of such threat.
23
24 39. The civil tort of extortion is derived from the crime of extortion, and because
25 recognizing a claim for civil extortion furthers the purpose of Califomia Penal Code § 523,
26 Califomia
law penmits allegations of extortion ina civil context, even where the extortion victim(s)
27 never paid on the demands.
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 7 of 9
40. Onorabout August 17, 2021, LEET, with intentto extort money from RYAN, sent
and deliveredto RY AN an email in which LEET threatened to file a claim of fraud against RYAN
which would cause administrative discipline that would result in the loss of RYAN’s attomey
license. LEET wrote:
Jeff,
Peter's email below is entirely accurate. I have calculated the amount of fees in dispute,
and it is $86.6k. I will sue to recover the full amount, and I will request punitive
damages, but that shouldn’t be your biggest concern. If I prove my case for fraud
(which I will), the locus of the fraudulent conduct will have fallen smack in the
middle of your probation and will constitute _a_blatant violation of your
disciplinary stipulation.
10 You might want to contact Art Margolis about your exposure in that regard, but
if you lose this case, it may well be the last case you participate in as a licensed
11
attorney. Is it really worth risking your entire career and legacy to screw me out
12 of $87k?
13 My complaint will be ready to file before the end of the week.
14 Carlos [Emphasis added. ] (Exhibit B).
15
16 41. LEET intentionally attached pdf copies of Ryan's prior discipline stipulation and
17 suspension and probation order to the email for the added effect of inducing apprehension or fear
18 in Ryan. LEET’s email expressing
and implying, and adaptedto imply, threatsof administrative
19 and criminal action against RY AN if RY AN did not acquiesce to LEET’s demand for payment,
20 and to expose, or impute to RY AN, alleged crimes or ethical violations.
21 42. LEET made the threats described herein to extort money orto force RY AN to agree
22 to ahigher portion of the fee to be paid to LEET which LEET had not eamed, i.e., to obtain money
23 from RY AN with his consent, which consent LEET sought to induce by a wrongful use
of fear.
24 43 As adirect
and proximate result of LEET’s misconduct, RYAN has suffered and
25 continueto suffer substantial damages, as well as severe personal mental anguish and suffering, in
26 an amount as yet unknown but which RY AN will seek according
to proof at trial.
27 44. The extortion was and is a substantial harmto RYAN
by requiring RYAN to
28 Ryanv. Leet
COMPLAINT FOR DAMAGES
Page 8 of 9
1 || expend money and devote substantial time and efforts in order to respond appropriately to LEET’s
2 || threats.
3 4S. LEET’s misconduct was malicious, oppressive, and perpetrated as part of an
4 intentional scheme to extort money from RYAN thereby entitling RYAN to punitive damages.
PRAYER
WHEREFORE, Plaintiff prays for judgment and damages as set forth below.
1 For a sum to compensate RYAN for the losses and damages suffered as a result of
LEET’s breach of contract, according to proof;
For other special damages according to proof;
10 Pre-judgment interest;
il Attorney fees incurred in bringing this action;
12 Exemplary damages according to proof; and
13 Any other relief the Court deems just and proper.
14
15 Dated: August 17, 2021 DIBENEDETTO LAPCEVIC & DRAA, LLP
16
17
18
wl, de
WILLIAM A. LAPCEVIC
JUSTIN S. DRAA
19 Attorneys for Plaintiff JEFFREY F. RYAN
20
21
22
23
24
25
26
27
28 Ryan vy. Leet
COMPLAINT FOR DAMAGES
Page 9 of 9
EXHIBIT A
LAW OFFICES OF JEFFREY F. RYAN
AN ASSOCIATION OF ATTORNEYS
THE FITZPATRICK BUILDING
2000 BROADWAY STREET
REDWOOD CITY, CA 94063-1802
(650) 924-8343
JEFFREY F. RYAN jeff@jeffreyryanlaw.com
March 1, 2019
ATTORNEY-CLIENT FEE AGREEMENT
JEFFREY F. RYAN (“Attorney”) and Fred Geisler, Norman Fleming, and Gena Zischke
(“Clients”) hereby agree that Attorney will provide legal services to Client on the terms set forth
below.
1. CONDITIONS
This Agreement will not take effect, and Attorney will have no obligation to provide legal
services, until: (a) Clients return a signed copy of this Agreement; and (b) Attorney
acknowledges acceptance of representation by counter-signing this Agreement and
returning a fully executed copy to Clients. Upon satisfaction of these conditions, this
Agreement will be deemed to take effect as of February 17, 2019, superseding any and all prior
Agreements pertaining to the services set forth below.
2. SCOPE OF SERVICES AND ATTORNEY’S DUTIES
Clients hire Attorney to provide legal services in the following litigation matter: Geisler et. al.
v. Johnston et al. San Mateo County Superior Court case number 17CIV02888, a shareholder
derivative action as well as a direct action for fraud, etc. Attorney will provide those legal
services reasonably required to represent Clients in litigating this matter through trial if
necessary. Attorney will take reasonable steps to keep Clients informed of progress and to
respond to Clients’ inquiries. This Agreement does not cover representation on appeal, or in
collection proceedings after judgment, or proceedings regarding renewal of a judgment, nor
the cross-claim brought against Dr. Geisler by TeDan for allegedly inducing breach of contract.
A separate written agreement for these services or services in any other matter not described
above will be required. Attorney is representing Clients only in the matter described above.
3. CLIENT’S DUTIES
Clients agree to be truthful with Attorney and not withhold information. Further, Clients agree
to cooperate, to keep Attorney informed of any information or developments which may come
to Clients’ attention, to abide by this Agreement, to pay Attomey’s bills on time, and to keep
Attorney advised of Clients’ address, telephone number and whereabouts. Clients will assist
Attorney by timely providing necessary information and documents. Clients agree to appear
at all legal proceedings when Attorney deems it necessary, and generally to cooperate fully
with Attorney in all matters related to the preparation and presentation of Clients’ claims.
Page 2 of 6
4. DEPOSIT
Attorney requires no deposit from Clients for the services contemplated by the Agreement.
5. LEGAL FEES AND BILLING PRACTICES
This is a straight CONTINGENCY FEE AGREEMENT, whereby Clients agree to pay
Attorney a fee amounting to THIRTY-THREE AND ONE-THIRD PER CENTUM (33 1/3 %)
of Client’s gross recovery, PROVIDED that the matter is settled earlier than 120 days prior to
the date first set for trial. If the matter is resolved later than 120 days before the date of the
first-set trial date, the fee shall be FORTY PER CENTUM (40%) of the gross recovery,
whether by settlement or judgment, realized in this matter. If there is no recovery, there is no
fee to Attorney.
Clients will be given a credit against any fees owed under this agreement for amounts Clients
have paid through April 30, 2019, to Attorney or any other attorney or paralegal who has billed
on this case through that date. The only attorney who will charge for their time after April 30,
2019, through trial will be Misasha Graham Suzki. Starting May 1, 2019, Misasha will charge
Clients only $100 per hour for her time. Any amounts owed to Jennifer Hagan under the old
fee agreement with Attorney (which was half hourly half contingency) shall come out of
Attorney’s share of any settlement or recovery on behalf of Clients. Similarly, any amounts
owed to Misasha G Suzki above the agreed upon $100 per hour due from Clients starting May
1, 2019, shall be the responsibility of Attorney not Clients.
From Jan 1, 2019 through April 30, 2019, Clients will be responsible for half of Jennifer
Hagan’s normal hourly rate for work performed on this case as well as $200 per hour for
Misasha G Suzki. Jennifer Hagan will no longer work on the case after April 30, 2019. She
will be replaced by Attorney’s former partner, Carlos Leet, who will split the contingent fee
with 1/3 to Carlos Leet and 2/3 to Attorney.
6. COSTS AND OTHER CHARGES
(a) Attorney will incur various costs and expenses in performing legal services under this
Agreement. Client agrees to pay for all costs, disbursements and expenses. The costs and
expenses commonly include, service of process charges, filing fees, court and deposition
reporters’ fees, translator/interpreter fees, jury fees, notary fees, deposition costs, long
distance telephone charges, messenger and other delivery fees, postage, outside
photocopying and other reproduction costs, travel costs including parking, mileage,
transportation, meals and hotel costs, investigation expenses, consultants’ fees, expert
witness, professional, mediator, arbitrator and/or special master fees and other similar
items. The foregoing external costs and expenses will be charged at Attorney’s cost.
Internal charges are billed at the following rates: (1) mileage — IRS Standard Mileage Rate;
(2) big photocopying jobs which we have to send out to a vendor at cost; and (5)
computerized legal research at cost.
(b) Out-of-town travel. Client agrees to pay transportation, meals, lodging and all other costs
of any necessary out-of-town travel by Attorney’s personnel.
(c) Experts, Consultants and Investigators. To aid in the preparation or presentation of Client’s
case, it may become necessary to hire expert witnesses, consultants or investigators. Clients
agree to pay such fees and charges. Attorney will select any expert witnesses, consultants
Page 3 of 6
or investigators to be hired, and Clients will be informed of persons chosen and their
charges.
(d) Attorney will obtain Clients’ consent before incurring any costs in excess of $1,500.
(e) Attorney may, in his sole discretion, elect to advance some costs on Clients’ behalf. In the
event costs are advanced, they shall be deducted from Clients’ gross recovery after the
aforesaid attorney fees are first deducted. The resulting balance shall be Clients’ Net
Recovery.
7. OTHER FEES AND COSTS
Clients understand that if Clients’ case proceeds to court action, the court may award attorney
fees as well as some or all of the type of costs enumerated in Paragraph 6 above to the other
party or parties. Payment of such attorney fees and costs shall be the sole responsibility of
Client. Similarly, other parties may be required to pay some or all of the fees and costs
incurred by the Client. Client acknowledges that any such determination does not in and of
itself affect the amount of the fees and costs to be paid by Client to Attorney pursuant to this
agreement.
8. BILLS
Attorney will send Client periodic bills for costs incurred. Each bill will be payable within 15
days of its mailing date, unless Attorney determines that some later date is appropriate. Clients
may request a bill at intervals of no less than 30 days. If Clients so requests, Attorney will
provide one within 10 days. Bills for the costs and expenses will clearly identify the costs and
expenses incurred and the amount of the costs and expenses. Clients agree to promptly review
all bills rendered by Attorney and to promptly communicate any objections, questions, or
concerns about their contents.
9. CLIENT APPROVAL NECESSARY FOR SETTLEMENT
Attorney will not make any settlement or compromise of any nature of any of Clients’
claims without Client’s prior approval. Client retains the absolute right to accept or
reject any settlement.
10. DISCHARGE AND WITHDRAWAL; LIEN ON RECOVERY.
Client may discharge Attorney at any time. Attorney may withdraw with Clients’ consent or
for good cause or if permitted under the Rules of Professional Conduct of the State Bar of
California and/or applicable law. Among the circumstances under which Attorney may
withdraw are: (a) with the consent of Clients; (b) Clients’ conduct renders it unreasonably
difficult for the Attorney to carry out the employment effectively; and/or (c) Clients fail to pay
Attorney’s costs as required by this Agreement. Notwithstanding the discharge, Clients will
remain obligated to pay Attorney at the agreed rates for all services provided and to reimburse
Attorney for all costs advanced.
Should Attorney withdraw or be discharged without cause, he shall retain the right to
be paid reasonable fees directly from the defendants if awarded by the Court. Should
attorneys withdraw or be discharged and the clients thereafter achieves a recovery,
Page 4 of 6
Attorney shall also retain the right to be paid for all costs advanced and for reasonable
attorneys’ fees from any recovery.
Clients hereby grants attorney a lien upon the cause, or causes of action herein, and
upon any documents, records or papers in connection therewith, and upon any sum
received to the extent of the foregoing fees and costs incurred or advanced. Said lien
is based upon the reasonable value of attorney’s services valued at Seven Hundred
Dollars ($700) per hour for all services rendered by Jeffrey F. Ryan. Alternatively,
attorney may elect compensation based upon the agreed contingency fee for any offer
to client to settle the matter prior to attorney’s discharge. If client discharges attorney,
attorney shall retain a copy of the file and the cost of duplicating the file will be
assessed to the client.
11. CONCLUSION OF SERVICES
When Attorney’s services conclude, whether by completing the services covered by this
Agreement, or by discharge or withdrawal, all unpaid charges for fees or costs will be due and
payable immediately.
Clients may have access to Clients’ case file at Attorney’s office at any reasonable time. At
the end of the engagement, Clients may request the return of Clients’ case file. If Clients have
not requested the return of Clients’ file, and to the extent Attorney has not otherwise delivered
it or disposed of it consistent with Clients’ directions, Attorney will retain the case file for a
period of 180 days after which Attorney is authorized by this agreement to have the case file
destroyed. If Clients would like Attorney to maintain Clients’ case file for more than 180 days
after the conclusion of Attorney’s services for Clients on a given matter, a separate written
agreement must be made between Attorney and Clients, which may provide for Clients to bear
the cost of maintaining the file. In the event Clients request that Attorney transfer possession
of Clients’ case file to Clients or a third party, Attorney is authorized to retain copies of the
case file at Attorney’s expense. The case file includes Clients papers and property as defined
in Rule 3-700(D)(1) of the California Rules of Professional Conduct.
12. DISCLAIMER OF GUARANTEE AND ESTIMATES
Nothing in this Agreement and nothing in Attorney’s statements to Clients will be construed
as a promise or guarantee about the outcome of the matter. Attorney makes no such promises
or guarantees. Attorney’s comments about the outcome of the matter are expressions of opinion
only, are neither promises nor guarantees, and will not be construed as promises or guarantees.
13. PROFESSIONAL LIABILITY INSURANCE DISCLOSURE
Pursuant to California Rule of Professional Conduct 3-410, I am informing you in writing that
I have professional liability insurance.
14. NO TAX ADVICE
Attorney has not been retained to provide Clients with any tax advice concerning any of the
services described in paragraph 2. Any documents prepared by Attorney may have specific tax
ramifications. To be sure Clients understand and are certain of all the potential tax
consequences, Clients should consult with tax advisors regarding these matters.
Page 5 of 6
15. ENTIRE AGREEMENT
This Agreement contains the entire agreement of the parties. No other agreement, statement,
or promise made on or before the effective date of this Agreement will be binding on the
parties. In the event of any dispute regarding this Agreement, or the interpretation of it, the
parties agree that it will be construed under the laws of the State of California, with venue for
any action thereunder to be the Superior Court in and for the County of Santa Clara.
16. SEVERABILITY IN EVENT OF PARTIAL INVALIDITY
If any provision of this Agreement is held in whole or in part to be unenforceable for any
reason, the remainder of that provision and of the entire Agreement will be severable and
remain in effect.
17. MODIFICATION BY SUBSEQUENT AGREEMENT
This Agreement may be modified by subsequent agreement of the parties only by an instrument
in writing signed by both of them.
18. MANDATORY FEE ARBITRATION
The parties acknowledge that in any dispute over attorney’s fees, costs or both subject to the
jurisdiction of the State of California over attorney’s fees, charges, costs or expenses, Clients
has the right to elect arbitration pursuant to procedures as set forth in California Business and
Professions Code Sections 6200-6206 (the Mandatory Fee Arbitration Act). If, after receiving
a Notice of Client’s Right to Fee Arbitration, Clients do not elect to proceed under the
Mandatory Fee Arbitration Act procedures by failing to file a request for fee arbitration within
30 days, any dispute over fees, charges, costs or expenses, will be resolved by binding
arbitration as provided in the previous paragraph A. Arbitration pursuant to the Mandatory
Fee Arbitration Act is non-binding unless the parties agree in writing, after the dispute has
arisen, to be bound by the arbitration award. The Mandatory Fee Arbitration Act procedures
permit a court trial after non-binding arbitration, or a subsequent binding contractual arbitration
if the parties have agreed to binding arbitration, if either party rejects the award within 30 days
after the award is mailed to the parties.
19. CONSENT TO USE OF E-MAIL AND CLOUD SERVICES
In order to provide Clients with efficient and convenient legal services, Attorney will
frequently communicate and transmit documents using e-mail. Because e-mail continues to
evolve, there may be risks communicating in this manner, including risks related to
confidentiality and security. By entering into this Agreement, Clients are consenting to such
e-mail transmissions with Clients and Clients’ representatives and agents.
In addition, Attorney uses a cloud computing service with servers located in a facility other
than Attorney’s office. Most of Attorney’s electronic data, including emails and documents,
are stored in this manner. By entering into this Agreement, Clients understand and consent to
having communications, documents and information pertinent to the Clients’ matter stored
through such a cloud-based service.
20. EFFECTIVE DATE
This Agreement will govern all legal services performed by Attorney on behalf of Clients
commencing with the date Attorney first performed services. The date at the beginning of this
Page 6 of 6
Agreement is for reference only Even if this Agreement does not take effect. Clients will be
obligated to pay Attorney the reasonable valuc of any services Auorney may have performed
for Clients.
THE PARTIES HAVE READ AND UNDERSTOOD THE FOREGOING TERMS AND
AGREE TO THEM AS OF THE DATE ATTORNEY FIRST PROVIDED SERVICES, IF
MORE THAN ONE CLIENT SIGNS BELOW, EACH AGREES TO BE LIABLE,
JOINTLY AND SEVERALLY, FOR ALL OBLIGATIONS UNDER THIS AGREEMENT.
CLIENT WILL RECEIVE, A FULLY EXECUTED COPY OF THIS AGREEMENT
DATED: March 1. 2019
a
Pl Ce
Dr. Fred Geisler
P\otman S mMmaG
Norman Fi Tenting y
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Gena Zischke
DATED arch 5 2 d 9 LAW OFFICES seaneallve RYAN,
An Association of Attorneys
By
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Now that the above formalities have been addressed, | would like to say that we very much
look forward to representing you and working with you toward an carly and favorable
resolution of this dispute
Ver truly yours.
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TEVFI F.LR
JFR
EXHIBIT B
Subject: Fw: Carlos Leet Fee Splitting Dispute
Attachments: Jeff Ryan Suspension and Probation Order.pdf; Ryan Discipline Stipulation.pdf
Sent from my iPhone
Begin forwarded message:
From: William Leet
Date: August 17, 2021 at 7:27:07 AM PDT
To: Jeffrey Ryan
Cc: Peter DelVecchio
Subject: RE: Carlos Leet Fee Splitting Dispute
Preview
ThomasJ. D'Amato - 219174 damatolc.com, D'Amato Law Corporation 61D Avenida de Orinda inda, CA. 94563 Telephone: (925) 317-1700 Facsimile: (925) 317-3239 Attomeys for Cross-Defendant GENA ZISCHKE SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN MATEO JEFFREY F. RYAN, Case No.: 21-CIV-04391 10 Plaintiff, REQUEST FOR JUDICIAL NOTICE IN 11 SUPPORT OF DEMURER BY CROSS- vs. DEFENDANT GENA ZISCHKE 12 WILLIAM CARLOS LEET, and DOES 1 to 13 10, Date: August 1, 2023 Time: 2:00 pm 14 Judge Nancy L. Fineman Defendants. 15 16 WILLIAM CARLOS LEET, 17 Cross-Complainant, 18 19 vs. 20 JEFFREY F. RYAN, FRED GEISLER, NORMAN C. FLEMING, GENA 21 ZISCHKE, and ROES 1 to 10, 22 Cross- Defendants 23 24. 25 26 27 28 -0- REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF DEMURRER BY CROSS-DEFENDANT GENA ZISCHKE 1 Pursuant to Califomia Code of Civil Procedure §§ 430.70, Califomia Evidence Code sections 2 451, 452, and 453, Califomia Rules of Court, Rule 3.1306(c), and related and applicable laws, rules, 3 and decisions, Cross- Defendant GENA ZISCHKE asks this Courtto take judicial notice of the following 4 || attached documents, records, and facts in support Demunrer: 5 1 Complaint by Jeffrey F. Ryan (“Ryan”) filed against William Carlos Leet (“Leet”) on. 6 August 17, 2021, a true and correct copy of which is attachedto this requestas ExhibitA . (See 7 Ryanv. Leet, Superior Court of Califomia, County of San Mateo, Case No.: 21-CV-04391 “the 8 Fee Action”.) 9 2. First Amended Verified Cross-Complainant filed by Leet on April 24, 2023, in the Fee 10 Action, a true and correct copy of same is attached to this request as Exhibit B. 11 3. Declaration of William Carlos Leet in support of Opposition to Plaintiff- 12 Counterdefendants Motion for Summary Judgment or, in the altemative, Summary Adjudication 13 filedby Leet on May 23, 2023, in the Fee Action, a true and correct copy of same is attachedto 14 this request as Exhibit C . 15 4. Defendant’ s Separate Statement in Opposition to Motion for Summary Judgment or, in 16 the altemative, Summary Adjudication filed by Leet on May 23, 2023, in the Fee Action, a true 17 and correct copy of sameis attached to this request as Exhibit D. 18 5. Index of Exhibits in Opposition to Motion for Summary Judgment or, in the altemative, 19 Summary Adjudication filed by Leet on May 23, 2023, in the Fee Action, a true and correct 20 copy of same is attached to this request as Exhibit E. 21 6. Orders Granting Good Faith Settlement Determination on 11/12/19, 6/18/21, and 22 11/15/22, in the Fee Action, a true and correct copy of sameis attachedto this request as Exhibit 23 F 24. 25 DATED: June 12, 2023 D’AMATO LAW CORPORATION 26 wy DS AG — ThomasJ. D'Amato 27 Attomeys for Cross-Defendant GENA ZISCHKE 28 -1- REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF DEMURRER BY CROSS-DEFENDANT GENA ZISCHKE CERTIFICATE OF SERVICE I, Gina Taber, declare: I ama citizen of the United States, am over the age of eighteen years, and am not a party to or interested in the within entitled cause. My business address is 25 Orinda Way Suite 308, Orinda, CA 94563 OnJune 12, 2023, I served the following document(s) on the parties in the within action: REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF BY CROSS-DEFENDANT GENA ZISCHKE VIA E-MAIL: | attached the above-described document(s) to an e-mail message, and 10 invoked the send command at approximately the person(s) at the e-mail address(es) li: damatolawcorp.com/ Sted below. 5:00 PM to transmit the e-mail messageto My email address is 11 12 WilliamA. Lapcevic Attomey for Plaintiff and Cross-Defendant 13 Justin S. Draa JEFFREY F. RYAN DIBENEDETTO LAPCEVIC & DRAA, LLP 14 1101 Pacific Avenue, Suite 320 Santa Cruz, CA 95060 15 wal@did-law.com jdrea@did-law.com 16 William Carlos Leet Attol for Defendant and Cross-Complainant 17 Peter Del Vecchio WILLIAM CARLOS LEET Leet Law, as Association of Attomeys 18 210 North Fourth Street, Suite 201 San Jose, CA 95112 19 wel@leetlaw.com 20 I declare under penalty of perjury under the laws of the State of Califomia that the foregoing is a 21 true and correct statement and that this Certificate was executed on June 12, 2023. 22 23 Bi 24. 25 26 27 28 -2- REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF DEMURRER BY CROSS-DEFENDANT GENA ZISCHKE EXHIBIT A Electronically WILLIAM A. LAPCEVIC (SBN 238893) by Superior Court of California, County of San Mateo JUSTIN S. DRAA (SBN 253688) ON 8/17/2021 DIBENEDEITO LAPCEVIC & DRAA, LLP By. /s/ Wai Shan Lee 1101 Pacific Avenue, Suite 320 Deputy Clerk Santa Cruz, Califomia 95060 Tel.: (831) 325-2674 Fax: (831) 477-7617 Email: wal@dl-lawilp.com Email: jdraa@dl-lawilp.com Attomeys for Plaintiff JEFFREY F. RYAN SUPERIOR COURT OF THE STATE OF CALIFORNIA 10 COUNTY OF SAN MATEO 11 12 JEFFREY F. RYAN, Case No, 21-CIV-04391 13 Plaintiff, COMPLAINT FOR DAMAGES: vs. 14 1) BREACH OF CONTRACT 15 WILLIAM CARLOS LEET, an individual; 2) DECLARATORY RELIEF and DOES 1-10. 3) CIVIL EXTORTION 16 Defendants. 17 18 19 Plaintiff JEFFREY F. RYAN (“Plaintiff” or “RY AN”), hereby Complain against Defendant 20 WILLIAM CARLOS LEET, an individual (“Defendant” or “LEET”), and DOES 1-10, and alleges 21 as follows: 22 THE PARTIES, STANDING, JURISDICTION, AND VENUE 23 1 Plaintiff RY AN is, and at all relevant times was, an attomey licensed by the State 24 Bar of Califomia, practicing law in the County of San Mateo. 25 2. Defendant LEET (State Bar Number 184845) is an individual who, at all times 26 alleged herein, held himself out to the public and to Plaintiff as a competent attomey licensedby 27 the State Bar of Califomia who agreed to affiliate with Plaintiff Ryan in the representation of 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 1 of 9 clients in a civil lawsuit venued in Superior Coutt of the State of Califomia County of San Mateo. 3. The Defendant’s wrongful acts and resulting harm to Plaintiff, as alleged herein, were taken in relation to, and affected, a civil lawsuit pending in the Superior Court of San Mateo County, within the City of Redwood City and County of San Mateo. All parties either reside or do business in or near the County of San Mateo, where nearly all witnesses and experts in this matter work or reside, including the clients in the underlying case. 4. At present, Plaintiff is unaware of the true names and capacities - whether corporate, individual, or otherwise - of those Defendants named herein as DOES 1 through 10, inclusive. Therefore, such Defendants are sued by fictitious names, pursuant to the provisions of 10 Code of Civil Procedure section 474. Plaintiff will request leave of this Court to amend the 11 Complaint when the true names of fictitiously named Defendants are known. Plaintiff is informed 12 and believes and thereon alleges that DOES 1 through 10, inclusive, are directly and proximately 13 responsible in some manner for the acts and damages complained of herein. Plaintiff is informed 14 and believes and therefore alleges that at all times relevant to this Complaint, DOES 1 through 10 15 were individuals and/or entities whose conduct are directly and proximately responsible in some 16 manner for the acts and damages alleged herein. 17 5. The amount in controversy exceeds $25,000. 18 6. Unless otherwise indicated, the allegations herein are made on information and 19 belief. 20 FACTS AND GENERAL ALLEGATIONS 21 7. In or about 2017, RYAN was retained by Fred H. Geisler and related entities and 22 individuals (“Clients”) to prosecute a civil lawsuit against Terry Johnston and related entities and 23 individuals in a lawsuit entitled Geisler v. Johnston et. al. venued in San Mateo County as 24 Case No. 17CIV02888 (the “Geisler Litigation’). 25 8. From the outset of the Geisler Litigation, the Clients agreed to pay a lower hourly 26 rate and a contingency on the recovery via judgment or settlement of the matter. With approval of 27 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 2 of 9 Clients, RYAN retained attomey Jennifer Hagan as well as attomey Misasha Graham Suzki to assist in handling the matter. 9. On March 1, 2019, after almost two years of scorched earth litigation tactics by the Johnston parties, the litigation became more expensive than originally anticipated. In order to proceed, the Clients requested that the fee agreement be converted to a full contingency fee agreement and that they receive a credit for the hourly attomey fees that they had paid prior to Apzil 1, 2019, against any contingency fee award eamedby Ryan. 10. Thereafter, RYAN contacted his professional colleague WILLIAM LEFT and. asked if he would assist in the prosecution of the matter in exchange for one third (1/3) of the 10 contingency fee to be eamedby RY AN. Specifically, LEET agreed to draft and respond to all law 11 and motion work, prepare and respond to all pleadings related to trial preparation including but 12 not limited to, deposition subpoenas, trial subpoenas, motions in limine, oppositions to motions in 13 limine, pre-trial briefing, post-trial briefing, putting together exhibits and exhibit list and any other 14 briefing which arose out of trial. 15 11. LEET agreed and the terms were put into a written fee agreement with the Clients 16 which set forth the fee schedule in Paragraph 5 as follows: 17 This is a straight CONTINGENCY FEE AGREEMENT, whereby Clients agree to pay Atto a fee amounting to THIRTY-THREE AND ONE-THIRD PER CENTUM 18 (33 1/3%) OF Client’s gross recovery, PROVIDED that the matter is settled earlier than 120 days prior to the date first set for trial. If the matteris resolved later than 120 19 days before the date of the first-set trial date, the fee shall be FORTY PER CENTUM 20 (40%) of the gross recovery, whetherby settlement orjudgment, realized in this matter. If thereis no recovery, there is no fee to Attomey. 21 Clients will be given a credit against any fees owed under this agreement for amounts 22 Clients have paid through April 30, 2019, to Attomey or any otherattomey or paralegal who has billed on this case through that date. The only attomey who will charge for 23 their time after April 30, 2019, through trial will be Miasha Graham Suzki. Starting 24 May 1, 2019, Miasha will charge Clients only $100 per hour for her time. Any amounts owed to Jennifer Hagan under the old fee agreement with Attomey (which was half 25 hourly half contingency) shall come out of Attomey’s share of any settlement or recovery on behalf of Clients. Similarly, any amounts owedto Misasha G Suzki above 26 the agreed upon $100 per hour due from Clients starting on May1, 2019, shall be the 27 responsibility of Attomey not Clients. 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 3 of 9 From Jan 1, 2019, through April 30, 2019, Clients will be responsible for half of Jennifer Hagan’s normal hourly rate for work performed on this case as well as $200 per hour for MisashaG Suzki. Jennifer Hagan will no longer work on the case after Apmil 30, 2019. She will be replaced by Attomey’s former partner, Carlos Leet, who will split the contingent fee with 1/3to Carlos Leet and 2/3 to Attomey. (See Exh. A.) 12. After receiving the fully executed fee agreement, RYAN sent a copy of the contingency fee agreement to LEET. 13. Shortly after receiving the executed fee agreement, LEET began to provide certain legal services in the underlying matter. 14. At some point prior to trial, LEET began to refuse and even ignore requests to 10 perform crucial legal services in the matter. On one occasion, after RY ANrequested that LEET 11 assist in preparing for trial, LEET responded that he was essentially too busy with his own clients 12 to committo performing the requested services. 13 15. LEET’s repeated refusals or failuresto perform services as required under the fee 14 agreement occurred so often that the Clients in the underlying matter presumed that LEET had 15 abandoned the case. 16 16. Moreover, due to LEET’s refusal to provide any services to assist with tial 17 preparation except a couple of motions in limine, RY AN and the Clients were forced to go out and 18 hire another attomey and paralegal to perform the services which LEET agreed to perform as 19 consideration for 1/3 of the contingency fee. LEET’s refusal to perform services and ignoring 20 numerous requests for assistance in the underlying matter caused the Clients to incur attomey and 21 paralegal fees in excess of $100,000 to have work performed by other legal professionals which 22 LEET was contractually obligated to perform. 23 17. The Geisler Litigation proceeded through a 3 1/2 week bench trial, of which LEET 24 never even botheredto attend a single day oftrial or assist in any of the trial work. 25 18. On or about June 15, 2021, the Court granted Clients motions for good faith 26 settlement as to the derivative settlement by which Clients were to be paid $2,975,000. 27 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 4 of 9 19. Shortly after the Order granting the good faith settlement, LEET demanded paymentof $357,000 as his purported share of the contingency fee. 20. RYAN reminded LEET that the fee agreement provided that the clients were entitled to a credit for attomey fees paid prior to April 30, 2019. Further, RYAN informed LEET that the Clients had paid approximately $650,000 in attomey fees priorto April 30, 2019, and that there was an additional $90,000 owed to Jennifer Hagan. Thus, the total fee eamed from the settlement was $450,000 (i.e., 40% of $2,975,000 = $1,190,000; and $1,190,000 - $740,000 = $450,000). 21. Despite LEET’s refusal to provide services, breach of contract, and abandoning the 10 Clients and RY AN in the underlying matter, RY AN still offered to pay LEET the equivalent to 11 what LEET was entitled to under the terms of the contingency fee agreement. 12 22. LEET has refused and has instead threatened suit against RY AN. 13 14 FIRST CAUSE OF ACTION 15 (reach of Oral C ontract) 16 23. Plaintiff alleges and incorporates by reference paragraphs 1 through 22, above, as 17 though fully set forth herein. 18 24. Plaintiff RYAN entered into an oral agreement with LEFT, under which terms 19 LEET would provide litigation services of the underlying matter in exchange for one third (1/3) of 20 the eamed contingency fee. LEET agreed to perform the services which had previously been 21 performed by Jennifer Hagan. Specifically, LEET agreedto draft and respondto all law and motion 22 work, prepare and respond to all pleadings relatedto trial preparation including but not limited to, 23 deposition subpoenas, trial subpoenas, motions in limine, oppositions to motions in limine, pre- 24 trial briefing, post-trial briefing, putting together exhibits and exhibit list and any other briefing 25 which arose in the Geisler Litigation. 26 25. RYAN justifiably and detrimentally relied on LEET’s promise to provide legal 27 services to assist in the Geisler Litigation. 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 5 of 9 26. RYAN hired other counsel and paralegals - who were paid forby the Clients - to perform the services which LEFT had agreed to perform but subsequently ignored or refused to provide. RY AN took the matter through a bench trial with no assistance from LEET. 27. Despite failing to perform any of the services which he promised to provide, LEET is now demanding one third (1/3) of the gross contingency fee from the Clients without any acknowledgment of credits due for previously paid hourly fees. 28. RYANis informed and believes that LEET’ s conductas described hereinabove wes a substantial factor in causing the RYAN to have to hire additional legal service providers and another attomey, which further diminished the contingency feeto be eamed. 10 29. RYANis informed and believes that as a direct result of LEET’s breach of contract 11 that he has been damaged in an amount in excess of this Court’s jurisdictional limit to be proven 12 at tial. 13 SECOND CAUSE OF ACTION 14 (Declaratory Relief) 15 30. Plaintiff realleges and incorporates by reference paragraphs 1 through 29, above, 16 as though fully set forth herein. 17 31. There is a dispute between RY AN and LEET as to the amount of the contingency 18 owed to LEET, if any at all, pursuant to the written contingency fee agreement. RYAN claims 19 that, pursuantto the fee agreement, the contingency fee is calculated after crediting Clients with 20 the amounts paid by Clients prior to April 30, 2019, and that pursuant to the terms of the 21 contingency fee agreement that LEET is owed $150,000. LEET claims that he is owed one-third 22 of forty percentof the total settlement amount which equals $357,000. LEET claims that no credit 23 shouldbe given to the Clients in calculating his fee. 24 32. RYAN seeks a judicial determination of his rights and duties with respect to the 25 split of the contingency portion of the fee agreement. 26 33. A judicial declaration is necessary and appropriate at this time, under the 27 circumstances, in order that RYAN may ascertain his rights in contingency fee portion of the 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 6 of 9 settlement, andto facilitate the distribution of the settlement proceeds. 34. Without judicial intervention and resolution of these issues, Ryan will be deprived of his portion of the settlement in a case on which he has worked for over 4 years. 35. RYAN seeks a declaration from the Court finding that the contingency portion of the fee is to be calculated by subtracting the amount of credit the Clients paid prior to April 30, 2019, from 40% of the total settlement amount set forth in the Order granting the good faith settlement. THIRD CAUSE OF ACTION (Civil Extortion) 10 36. Plaintiff realleges and incorporates by reference paragraphs 1 through 35, above, 11 as though fully set forth herein. 12 37. Califomia Penal Code § 519 provides, in relevant part: 13 Fear, such as will constitute extortion, may be induced by threat, either: 14 1) To do an unlawful injury to the person or property of the individual threatened or of a third person; 15 16 2) To accuse the individual threatened, or arelative of his or her, or memberof his or her family, of a crime; or 17 3) To expose, orto impute to him, her, orthema deformity, disgrace or crime... 18 19 38. Califomia Penal Code § 523 provides: 20 Every Person who, with intent to extort any money or other property from another, sends or deliversto any person any letter or other writing, whether subscribed or not, 21 expressing or implying, or adaptedto imply, any threat such as is specifiedin Section 519, is punishable in the same manner as if such money or property were actually 22 obtained by means of such threat. 23 24 39. The civil tort of extortion is derived from the crime of extortion, and because 25 recognizing a claim for civil extortion furthers the purpose of Califomia Penal Code § 523, 26 Califomia law penmits allegations of extortion ina civil context, even where the extortion victim(s) 27 never paid on the demands. 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 7 of 9 40. Onorabout August 17, 2021, LEET, with intentto extort money from RYAN, sent and deliveredto RY AN an email in which LEET threatened to file a claim of fraud against RYAN which would cause administrative discipline that would result in the loss of RYAN’s attomey license. LEET wrote: Jeff, Peter's email below is entirely accurate. I have calculated the amount of fees in dispute, and it is $86.6k. I will sue to recover the full amount, and I will request punitive damages, but that shouldn’t be your biggest concern. If I prove my case for fraud (which I will), the locus of the fraudulent conduct will have fallen smack in the middle of your probation and will constitute _a_blatant violation of your disciplinary stipulation. 10 You might want to contact Art Margolis about your exposure in that regard, but if you lose this case, it may well be the last case you participate in as a licensed 11 attorney. Is it really worth risking your entire career and legacy to screw me out 12 of $87k? 13 My complaint will be ready to file before the end of the week. 14 Carlos [Emphasis added. ] (Exhibit B). 15 16 41. LEET intentionally attached pdf copies of Ryan's prior discipline stipulation and 17 suspension and probation order to the email for the added effect of inducing apprehension or fear 18 in Ryan. LEET’s email expressing and implying, and adaptedto imply, threatsof administrative 19 and criminal action against RY AN if RY AN did not acquiesce to LEET’s demand for payment, 20 and to expose, or impute to RY AN, alleged crimes or ethical violations. 21 42. LEET made the threats described herein to extort money orto force RY AN to agree 22 to ahigher portion of the fee to be paid to LEET which LEET had not eamed, i.e., to obtain money 23 from RY AN with his consent, which consent LEET sought to induce by a wrongful use of fear. 24 43 As adirect and proximate result of LEET’s misconduct, RYAN has suffered and 25 continueto suffer substantial damages, as well as severe personal mental anguish and suffering, in 26 an amount as yet unknown but which RY AN will seek according to proof at trial. 27 44. The extortion was and is a substantial harmto RYAN by requiring RYAN to 28 Ryanv. Leet COMPLAINT FOR DAMAGES Page 8 of 9 1 || expend money and devote substantial time and efforts in order to respond appropriately to LEET’s 2 || threats. 3 4S. LEET’s misconduct was malicious, oppressive, and perpetrated as part of an 4 intentional scheme to extort money from RYAN thereby entitling RYAN to punitive damages. PRAYER WHEREFORE, Plaintiff prays for judgment and damages as set forth below. 1 For a sum to compensate RYAN for the losses and damages suffered as a result of LEET’s breach of contract, according to proof; For other special damages according to proof; 10 Pre-judgment interest; il Attorney fees incurred in bringing this action; 12 Exemplary damages according to proof; and 13 Any other relief the Court deems just and proper. 14 15 Dated: August 17, 2021 DIBENEDETTO LAPCEVIC & DRAA, LLP 16 17 18 wl, de WILLIAM A. LAPCEVIC JUSTIN S. DRAA 19 Attorneys for Plaintiff JEFFREY F. RYAN 20 21 22 23 24 25 26 27 28 Ryan vy. Leet COMPLAINT FOR DAMAGES Page 9 of 9 EXHIBIT A LAW OFFICES OF JEFFREY F. RYAN AN ASSOCIATION OF ATTORNEYS THE FITZPATRICK BUILDING 2000 BROADWAY STREET REDWOOD CITY, CA 94063-1802 (650) 924-8343 JEFFREY F. RYAN jeff@jeffreyryanlaw.com March 1, 2019 ATTORNEY-CLIENT FEE AGREEMENT JEFFREY F. RYAN (“Attorney”) and Fred Geisler, Norman Fleming, and Gena Zischke (“Clients”) hereby agree that Attorney will provide legal services to Client on the terms set forth below. 1. CONDITIONS This Agreement will not take effect, and Attorney will have no obligation to provide legal services, until: (a) Clients return a signed copy of this Agreement; and (b) Attorney acknowledges acceptance of representation by counter-signing this Agreement and returning a fully executed copy to Clients. Upon satisfaction of these conditions, this Agreement will be deemed to take effect as of February 17, 2019, superseding any and all prior Agreements pertaining to the services set forth below. 2. SCOPE OF SERVICES AND ATTORNEY’S DUTIES Clients hire Attorney to provide legal services in the following litigation matter: Geisler et. al. v. Johnston et al. San Mateo County Superior Court case number 17CIV02888, a shareholder derivative action as well as a direct action for fraud, etc. Attorney will provide those legal services reasonably required to represent Clients in litigating this matter through trial if necessary. Attorney will take reasonable steps to keep Clients informed of progress and to respond to Clients’ inquiries. This Agreement does not cover representation on appeal, or in collection proceedings after judgment, or proceedings regarding renewal of a judgment, nor the cross-claim brought against Dr. Geisler by TeDan for allegedly inducing breach of contract. A separate written agreement for these services or services in any other matter not described above will be required. Attorney is representing Clients only in the matter described above. 3. CLIENT’S DUTIES Clients agree to be truthful with Attorney and not withhold information. Further, Clients agree to cooperate, to keep Attorney informed of any information or developments which may come to Clients’ attention, to abide by this Agreement, to pay Attomey’s bills on time, and to keep Attorney advised of Clients’ address, telephone number and whereabouts. Clients will assist Attorney by timely providing necessary information and documents. Clients agree to appear at all legal proceedings when Attorney deems it necessary, and generally to cooperate fully with Attorney in all matters related to the preparation and presentation of Clients’ claims. Page 2 of 6 4. DEPOSIT Attorney requires no deposit from Clients for the services contemplated by the Agreement. 5. LEGAL FEES AND BILLING PRACTICES This is a straight CONTINGENCY FEE AGREEMENT, whereby Clients agree to pay Attorney a fee amounting to THIRTY-THREE AND ONE-THIRD PER CENTUM (33 1/3 %) of Client’s gross recovery, PROVIDED that the matter is settled earlier than 120 days prior to the date first set for trial. If the matter is resolved later than 120 days before the date of the first-set trial date, the fee shall be FORTY PER CENTUM (40%) of the gross recovery, whether by settlement or judgment, realized in this matter. If there is no recovery, there is no fee to Attorney. Clients will be given a credit against any fees owed under this agreement for amounts Clients have paid through April 30, 2019, to Attorney or any other attorney or paralegal who has billed on this case through that date. The only attorney who will charge for their time after April 30, 2019, through trial will be Misasha Graham Suzki. Starting May 1, 2019, Misasha will charge Clients only $100 per hour for her time. Any amounts owed to Jennifer Hagan under the old fee agreement with Attorney (which was half hourly half contingency) shall come out of Attorney’s share of any settlement or recovery on behalf of Clients. Similarly, any amounts owed to Misasha G Suzki above the agreed upon $100 per hour due from Clients starting May 1, 2019, shall be the responsibility of Attorney not Clients. From Jan 1, 2019 through April 30, 2019, Clients will be responsible for half of Jennifer Hagan’s normal hourly rate for work performed on this case as well as $200 per hour for Misasha G Suzki. Jennifer Hagan will no longer work on the case after April 30, 2019. She will be replaced by Attorney’s former partner, Carlos Leet, who will split the contingent fee with 1/3 to Carlos Leet and 2/3 to Attorney. 6. COSTS AND OTHER CHARGES (a) Attorney will incur various costs and expenses in performing legal services under this Agreement. Client agrees to pay for all costs, disbursements and expenses. The costs and expenses commonly include, service of process charges, filing fees, court and deposition reporters’ fees, translator/interpreter fees, jury fees, notary fees, deposition costs, long distance telephone charges, messenger and other delivery fees, postage, outside photocopying and other reproduction costs, travel costs including parking, mileage, transportation, meals and hotel costs, investigation expenses, consultants’ fees, expert witness, professional, mediator, arbitrator and/or special master fees and other similar items. The foregoing external costs and expenses will be charged at Attorney’s cost. Internal charges are billed at the following rates: (1) mileage — IRS Standard Mileage Rate; (2) big photocopying jobs which we have to send out to a vendor at cost; and (5) computerized legal research at cost. (b) Out-of-town travel. Client agrees to pay transportation, meals, lodging and all other costs of any necessary out-of-town travel by Attorney’s personnel. (c) Experts, Consultants and Investigators. To aid in the preparation or presentation of Client’s case, it may become necessary to hire expert witnesses, consultants or investigators. Clients agree to pay such fees and charges. Attorney will select any expert witnesses, consultants Page 3 of 6 or investigators to be hired, and Clients will be informed of persons chosen and their charges. (d) Attorney will obtain Clients’ consent before incurring any costs in excess of $1,500. (e) Attorney may, in his sole discretion, elect to advance some costs on Clients’ behalf. In the event costs are advanced, they shall be deducted from Clients’ gross recovery after the aforesaid attorney fees are first deducted. The resulting balance shall be Clients’ Net Recovery. 7. OTHER FEES AND COSTS Clients understand that if Clients’ case proceeds to court action, the court may award attorney fees as well as some or all of the type of costs enumerated in Paragraph 6 above to the other party or parties. Payment of such attorney fees and costs shall be the sole responsibility of Client. Similarly, other parties may be required to pay some or all of the fees and costs incurred by the Client. Client acknowledges that any such determination does not in and of itself affect the amount of the fees and costs to be paid by Client to Attorney pursuant to this agreement. 8. BILLS Attorney will send Client periodic bills for costs incurred. Each bill will be payable within 15 days of its mailing date, unless Attorney determines that some later date is appropriate. Clients may request a bill at intervals of no less than 30 days. If Clients so requests, Attorney will provide one within 10 days. Bills for the costs and expenses will clearly identify the costs and expenses incurred and the amount of the costs and expenses. Clients agree to promptly review all bills rendered by Attorney and to promptly communicate any objections, questions, or concerns about their contents. 9. CLIENT APPROVAL NECESSARY FOR SETTLEMENT Attorney will not make any settlement or compromise of any nature of any of Clients’ claims without Client’s prior approval. Client retains the absolute right to accept or reject any settlement. 10. DISCHARGE AND WITHDRAWAL; LIEN ON RECOVERY. Client may discharge Attorney at any time. Attorney may withdraw with Clients’ consent or for good cause or if permitted under the Rules of Professional Conduct of the State Bar of California and/or applicable law. Among the circumstances under which Attorney may withdraw are: (a) with the consent of Clients; (b) Clients’ conduct renders it unreasonably difficult for the Attorney to carry out the employment effectively; and/or (c) Clients fail to pay Attorney’s costs as required by this Agreement. Notwithstanding the discharge, Clients will remain obligated to pay Attorney at the agreed rates for all services provided and to reimburse Attorney for all costs advanced. Should Attorney withdraw or be discharged without cause, he shall retain the right to be paid reasonable fees directly from the defendants if awarded by the Court. Should attorneys withdraw or be discharged and the clients thereafter achieves a recovery, Page 4 of 6 Attorney shall also retain the right to be paid for all costs advanced and for reasonable attorneys’ fees from any recovery. Clients hereby grants attorney a lien upon the cause, or causes of action herein, and upon any documents, records or papers in connection therewith, and upon any sum received to the extent of the foregoing fees and costs incurred or advanced. Said lien is based upon the reasonable value of attorney’s services valued at Seven Hundred Dollars ($700) per hour for all services rendered by Jeffrey F. Ryan. Alternatively, attorney may elect compensation based upon the agreed contingency fee for any offer to client to settle the matter prior to attorney’s discharge. If client discharges attorney, attorney shall retain a copy of the file and the cost of duplicating the file will be assessed to the client. 11. CONCLUSION OF SERVICES When Attorney’s services conclude, whether by completing the services covered by this Agreement, or by discharge or withdrawal, all unpaid charges for fees or costs will be due and payable immediately. Clients may have access to Clients’ case file at Attorney’s office at any reasonable time. At the end of the engagement, Clients may request the return of Clients’ case file. If Clients have not requested the return of Clients’ file, and to the extent Attorney has not otherwise delivered it or disposed of it consistent with Clients’ directions, Attorney will retain the case file for a period of 180 days after which Attorney is authorized by this agreement to have the case file destroyed. If Clients would like Attorney to maintain Clients’ case file for more than 180 days after the conclusion of Attorney’s services for Clients on a given matter, a separate written agreement must be made between Attorney and Clients, which may provide for Clients to bear the cost of maintaining the file. In the event Clients request that Attorney transfer possession of Clients’ case file to Clients or a third party, Attorney is authorized to retain copies of the case file at Attorney’s expense. The case file includes Clients papers and property as defined in Rule 3-700(D)(1) of the California Rules of Professional Conduct. 12. DISCLAIMER OF GUARANTEE AND ESTIMATES Nothing in this Agreement and nothing in Attorney’s statements to Clients will be construed as a promise or guarantee about the outcome of the matter. Attorney makes no such promises or guarantees. Attorney’s comments about the outcome of the matter are expressions of opinion only, are neither promises nor guarantees, and will not be construed as promises or guarantees. 13. PROFESSIONAL LIABILITY INSURANCE DISCLOSURE Pursuant to California Rule of Professional Conduct 3-410, I am informing you in writing that I have professional liability insurance. 14. NO TAX ADVICE Attorney has not been retained to provide Clients with any tax advice concerning any of the services described in paragraph 2. Any documents prepared by Attorney may have specific tax ramifications. To be sure Clients understand and are certain of all the potential tax consequences, Clients should consult with tax advisors regarding these matters. Page 5 of 6 15. ENTIRE AGREEMENT This Agreement contains the entire agreement of the parties. No other agreement, statement, or promise made on or before the effective date of this Agreement will be binding on the parties. In the event of any dispute regarding this Agreement, or the interpretation of it, the parties agree that it will be construed under the laws of the State of California, with venue for any action thereunder to be the Superior Court in and for the County of Santa Clara. 16. SEVERABILITY IN EVENT OF PARTIAL INVALIDITY If any provision of this Agreement is held in whole or in part to be unenforceable for any reason, the remainder of that provision and of the entire Agreement will be severable and remain in effect. 17. MODIFICATION BY SUBSEQUENT AGREEMENT This Agreement may be modified by subsequent agreement of the parties only by an instrument in writing signed by both of them. 18. MANDATORY FEE ARBITRATION The parties acknowledge that in any dispute over attorney’s fees, costs or both subject to the jurisdiction of the State of California over attorney’s fees, charges, costs or expenses, Clients has the right to elect arbitration pursuant to procedures as set forth in California Business and Professions Code Sections 6200-6206 (the Mandatory Fee Arbitration Act). If, after receiving a Notice of Client’s Right to Fee Arbitration, Clients do not elect to proceed under the Mandatory Fee Arbitration Act procedures by failing to file a request for fee arbitration within 30 days, any dispute over fees, charges, costs or expenses, will be resolved by binding arbitration as provided in the previous paragraph A. Arbitration pursuant to the Mandatory Fee Arbitration Act is non-binding unless the parties agree in writing, after the dispute has arisen, to be bound by the arbitration award. The Mandatory Fee Arbitration Act procedures permit a court trial after non-binding arbitration, or a subsequent binding contractual arbitration if the parties have agreed to binding arbitration, if either party rejects the award within 30 days after the award is mailed to the parties. 19. CONSENT TO USE OF E-MAIL AND CLOUD SERVICES In order to provide Clients with efficient and convenient legal services, Attorney will frequently communicate and transmit documents using e-mail. Because e-mail continues to evolve, there may be risks communicating in this manner, including risks related to confidentiality and security. By entering into this Agreement, Clients are consenting to such e-mail transmissions with Clients and Clients’ representatives and agents. In addition, Attorney uses a cloud computing service with servers located in a facility other than Attorney’s office. Most of Attorney’s electronic data, including emails and documents, are stored in this manner. By entering into this Agreement, Clients understand and consent to having communications, documents and information pertinent to the Clients’ matter stored through such a cloud-based service. 20. EFFECTIVE DATE This Agreement will govern all legal services performed by Attorney on behalf of Clients commencing with the date Attorney first performed services. The date at the beginning of this Page 6 of 6 Agreement is for reference only Even if this Agreement does not take effect. Clients will be obligated to pay Attorney the reasonable valuc of any services Auorney may have performed for Clients. THE PARTIES HAVE READ AND UNDERSTOOD THE FOREGOING TERMS AND AGREE TO THEM AS OF THE DATE ATTORNEY FIRST PROVIDED SERVICES, IF MORE THAN ONE CLIENT SIGNS BELOW, EACH AGREES TO BE LIABLE, JOINTLY AND SEVERALLY, FOR ALL OBLIGATIONS UNDER THIS AGREEMENT. CLIENT WILL RECEIVE, A FULLY EXECUTED COPY OF THIS AGREEMENT DATED: March 1. 2019 a Pl Ce Dr. Fred Geisler P\otman S mMmaG Norman Fi Tenting y Core Myyr ad Gena Zischke DATED arch 5 2 d 9 LAW OFFICES seaneallve RYAN, An Association of Attorneys By le FE Now that the above formalities have been addressed, | would like to say that we very much look forward to representing you and working with you toward an carly and favorable resolution of this dispute Ver truly yours. Ar TEVFI F.LR JFR EXHIBIT B Subject: Fw: Carlos Leet Fee Splitting Dispute Attachments: Jeff Ryan Suspension and Probation Order.pdf; Ryan Discipline Stipulation.pdf Sent from my iPhone Begin forwarded message: From: William Leet Date: August 17, 2021 at 7:27:07 AM PDT To: Jeffrey Ryan Cc: Peter DelVecchio Subject: RE: Carlos Leet Fee Splitting Dispute