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Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
0G480 - D35
IN THE COURT OF COMMON PLEAS
FOR FRANKLIN COUNTY, OHIO
STATES RESOURCES CORP.,
CASE NO.: 23CV3791
Plaintiff,
v
ALLEN C. MATHENA, ET AL., JUDGE KIM BROWN
Defendants.
APPLICATION TO EMPLOY STRIP, HOPPERS, LEITHART, MCGRATH &
TERLECKY CO., LPA, AS ATTORNEYS FOR THE RECEIVER
Now comes A.C. Strip, the court-appointed receiver (the “Receiver”) for Mathena-Sinclair,
LLC (the “Company”), and represents to the Court as follows:
1 On July 21, 2023, the Court filed an Entry appointing receiver for the Company
(“Order _Appointing Receiver”). The Receiver has accepted the appointment through the
execution of the Receiver’s Oath and Undertaking and establishment of a bond, which is being
filed contemporaneously with this Application.
2 The Receiver believes that it will be necessary during the course of the Receivership
for him to employ counsel to represent him and the receivership estate in all matters herein
Specifically, counsel is needed to bring matters to this Court’s attention such as (i) reports and
accounts of the Receiver; (ii) motions to sell property of the receivership estate; (iii) issues related
to submitted proofs of claim; (iv) litigation and recovery of assets; and (v) all other such legal
matters that may arise in this proceeding.
3 The Franklin County Court of Common Pleas Local Rule 66.08 (the “Local Rules”)
states that any party may request the employment of professionals through application to the Court.
The Receiver applies for the appointment of the law firm of Strip, Hoppers, Leithart, McGrath &
Page 1 of 4
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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Terlecky Co., LPA, and attorney Aaron C. Firstenberger, in particular, as attorneys for the
proposed receiver (the “Law Firm’)
4 The Law Firm has extensive experience with receivership cases. The Law Firm has
handled hundreds of receivership cases and has the requisite skill and knowledge to handle the
instant matter.
5 Attached hereto as Exhibit “A” is the Affidavit of Aaron C. Firstenberger which,
among other things, verifies the following in accordance with Local Rule 66.08
a. the professional licensures of all attorneys in the Law Firm are in good
standing and not under suspension;
b appropriate conflict checks have been made by the Law Firm and no
conflicts of interest exist in this case;
Cc. professional liability insurance in an amount equal to the minimum
coverage required by Rule 1.4 of the Ohio Rules of Professional Conduct is in force; and
d the Law Firm will enter into a written fee agreement with the Receiver, a
copy of which is attached hereto as Exhibit B, which sets forth the terms of the engagement;
that the Law Firm will avoid any conflict of interest in connection with work on the
receivership; that gross proceeds of any sale or other transaction conducted by the Law
Firm will be immediately turned over to the proposed receiver or placed in a separate trust
account; and that the Law Firm and its attorneys and staff will not directly or indirectly
purchase acquire or accept any interest in any property managed, appraised, or sold through
the receivership.
6 The Law Firm will charge for its legal services at an hourly rate of not more than
$300.00 per hour, and for reasonably necessary out-of-pocket expenses and disbursements
normally charged to its regular clients. As required by the Local Rules, a disclosure of the proposed
hourly rates of the Law Firm are as follows: Mr. Firstenberger’s hourly rate is $335.00 per hour
Page 2 of 4
Eranklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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but will bill all time in that matter at $300.00 per hour. Rates of other attorneys in the firm range
from $175.00 per hour to $475.00 per hour, but the rates in this matter shall not exceed $300.00
per hour. Paralegal time is billed at $125.00 per hour.
7 The Law Firm, as required by Local Rule 66.08, does not hold or represent an
interest adverse to the Company or the receivership estate, and is “disinterested.” The Receiver is
a partner with the Law Firm. Neither the Law Firm nor any of its attorneys have any prior business
relationship with the Company or the Plaintiff.
8 The Law Firm has not received fees in relation to this receivership case to date.
9 The Law Firm proposes that it apply for its fees to the Court on a regular basis
through the pendency of the receivership and in accordance with the Local Rules.
Based upon the foregoing, the Receiver respectfully requests that the Court issue an order
authorizing the Receiver employ Strip, Hoppers, Leithart, McGrath & Terlecky, Co., LPA, on the
terms and conditions set forth in this Application, and that the Court grant such other and further
relief as is appropriate.
Respectfully submitted,
/s/A.C. Strip
A.C. Strip, Receiver (0018262)
STRIP, HOPPERS, LEITHART, MCGRATH
& TERLECKY Co., L.P.A.
575 South Third Street
Columbus, Ohio 43215
(614) 228-6345 (telephone)
(614) 228-6369 (facsimile)
a
Page 3 of 4
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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CERTIFICATE OF SERVICE
The undersigned hereby certifies that on July 28, 2023, a copy of the foregoing
APPLICATION TO EMPLOY STRIP, HOPPERS, LEITHART, MCGRATH & TERLECKY
CO., LPA, AS ATTORNEYS FOR THE RECEIVER was submitted to the Court electronically
and served on the following registered eFiling participants, electronically through the court's
eFiling system at the email address registered with the court.
Electronic service through the Court’s eFiling system is proper pursuant to Section X(C)(1)
of the Franklin County Court of Common Pleas Second Amended Administrative Order regarding
Electronic Filing of Court Documents.
The foregoing was also served by ordinary U.S. Mail addressed to the following
None.
/s/A.C. Strip
A.C. Strip (0018262)
Page 4 of 4
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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IN THE COURT OF COMMON PLEAS
FOR FRANKLIN COUNTY, OHIO
STATES RESOURCES CORP.,
CASE NO.: 23CV3791
Plaintiff,
ve
ALLEN C. MATHENA, ET AL., JUDGE KIM BROWN
Defendants,
AFFIDAVIT OF AARON C. FIRSTENBERGER
I, Aaron C. Firstenberger, being first duly cautioned and sworn, state as follows:
i lam an Attorney with the law firm Strip, Hoppers, Leithart, McGrath & Terlecky,
Co., LPA (the “Law Firm”), the law firm named in the foregoing Application to Employ Strip,
Hoppers, Leithart, McGrath & Terlecky Co, LPA, as Attorneys for the Receiver (the
“Applic
2> I have read the Application and I agree to and approve ail of the terms and
conditions therein.
‘The Law Firm has extensive experience with receivership cases. The Law Firm has
2
3
the
handled hundreds of receivership cases and has the requisite skill and knowledge to handle
instant matter.
4. In accordance with Local Rule 66.08, I hereby verify the following on behalf of the
Law Firm and each attorney of the Law Firm:
4. the professional licensures of all attorneys in the Law Firm are in good
standing and not under suspension;
b appropriate conflict checks have been made by the Law Firm and no
conflicts of interest exist in this case:
EXHIBIT
83
5 A
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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c professional Hability surance in an amount equal to the minimum
coverage required by Rule 1.4 of the Obio Rules of Professional Conduct is in force; and
d the Law Firm will enter Into a written fee agreement with the proposed
receiver, which contract wi 1 set forth the terms of the engagement; that the Law Firm will
avoid any conflict of interest in connection with work on the receivership; that gross
proceeds of any sale or other transaction conducted by the Law Firm will be immediately
turned over to the proposed receiver or placed in a separate trast account; and that the Law
Firm and its attorneys and staff will not directly or indirectly purchase acquire or accept
any interest in any property managed, appraised, or sold through the receivership.
§ The Law Firm will charge for its legal services at an hourly rate of not more than
$300.00 per hour, and for reasonably necessary out of pocket expenses and disbursements
normally charged to its regular clients. As required by the Local Rules, a disclosure of the proposed
bourly rates of the Law Firm are as follows: My customary hourly rate is $335.00 per hour, but
my services in this matter will be billed at $300.00 per hour; other attorneys in the office bill at
rates raging from $175.00 to $475.00 per hour, but will be billed at no more than $300.00 per
hour; all paralegal time is billed at the rate of $125.00 per hour.
6 Neither | nor any attomey or staff member employed by the Law Firm have any
prior business relationship with the Company. The Law Firm had no business dealings with the
Company or Plaintiff prior to the preparation of this case. The Receive a partner in the Law
Firm.
The Law Firm has not received fees in relation to this receivership case.
8 The proposed employment of the Law F is not prohibited by, or improper under,
Ohio Law or the Local Rules of the Franklin County Court of Common Pleas.
9 {declare under penalty of perjury that the foregoing is true and correct.
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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FURTHER AFFIANT SAYETH NOT:
a
ron C ‘stent or
Sworn to before me and subseribed in my presence by Aaron C. Firstenberger, on this 25th
day of July, 2023.
i
asx
‘ania 0. Wattece © x
Nalay Reig, Sate af OHS Notary Public
My Sossntebes EAs
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
0G480 - D42
LAW OFFICES OF
STRIP, HOPPERS, LEITHART, McGRATH & TERLECKY CO.
A LEGAL PROFESSIONAL ASSOCIATION
n STRIP 3758, THIRD STREET KRISTIE a, CAMP!
I WM COLUMB OHIO 4 15 JORN W
WL a (4 45 CHAD A. FOR
OTHY AX (OIF 4365 LONIR. SAMS
M 0 BECK Ene!
i€
Ba DEERG*
APRELL OF COUNS!
AARON PROER GARY PRI
DUBLIN OFFICE ~ BY APPOE
“ is 8 bh tos
on ay 0bss
Ret cnt
July 20, 2023
A. Strip
75S. Third St
Columbus, Ohio 43215
Re: Mathena-Sinclair, LLC Receivership
Dear Mr. Strip’
This letter sets forth the terms of employment of Strip, Hoppers, Leithart, McGrath &
Terlecky Co., L.P.A. (the “Firm”} as counsel for you {the “Client,”) for representation of the
client’s interests as the Court-Appointed Receiver for Mathena-Sinclair, LLC.
‘This firrn will be pleased to represent you as follow:
1 Fee Structur All legal work will be performed by the Firm at the rate of not more
than $300.06 per ho , or as otherwise directed by the Court. Time charges will be accrued daily
for all time spent on the Cent's behalf, including, but not limited to, time involved in research,
iny igation, telephone calls, travels, conferences, court appearances, preparation, drafting,
oo
corr dence, and organizingfil s, evidence and materials (this shall also include any time spent
in preparation of the documents necessary to be engaged and approved by the Court). The Firm
acknowledges that payment for any and alf fees shall be conditioned upon appr } of the
appointing Court, and that payment for approved fees shall be made from receivership estate
»,
Charges will be made for certain dir ee20} t expenses in connection with
work performed by the Firm; by way of example, but not limited charges may be made for
photocopies. long distance telephone calls, travel, postage, overni delivery, telecopier,
deposition ¢ or anscript fees, witness fees, filing fees, court cost computer research, messenger
ser , secretarial overtime and other usual and ordinary charges that typicaily may be billed and
other usual and ordinary charges that typically may be billed by counsel in such matters. The
Cliont agrees to pay directly to a third party vendor of goods or services any charges which exceed
One Hi ‘ed ($100) Dollars if the Firm so requests,
EXHIBIT
1B
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
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July 25, 2023
Page 2
3 The Client will be billed monthly and agrees to pay the Firm’s
invoices within fourt ( } days of Order approving the fees in question, unless otherwise agreed
from time to time. No retainer is requested.
4. Avoidance of Conflicts The Firm will avoid any conflict of interest in connection with
work on the receivership. Gross proceeds of any sale or other transaction will be immediately
turned over to the Receiver or placed in the rm trust account for further handling. The Firm shall
not, under any circumstances, directly or indirectly purchase, acquire, or accept any interest in any
receivership assets.
amperentand Eifleent Rel FES CTH! a}. Asis customary, the Firm makes no guarantee
as to any particular result it may obtain on behalf f the Client; however, the Firm will provide
competent and diligent representation, with the legal knowledge, skill, thoroughness and
preparation reasonably necessary for the representation.
2 of mplavment. The Client is retaining the Firm only in connection with the
matters described in the first paragraph of this letter. Hf the Client later desires to retain the Firm
for other matters and the Firm consents to said representation, the Fim may require that a separate
letter agreement be executed for such other matte which letter agreement may contain terms
different from those contained in this letter. Ifo additional letter agreement is executed, the terms
of this letter agreement shall apply fo the additional matters.
uction of Files. All files are maintained in the office of the firm. Three y 3
afier the closing of the oase, the firm reserves the right to destroy the files, Consequently, you
should de: the files turned over to you, you should do so within three years after the date of the
closure of this case.
If the above terms of employment correctly reflect the Client’s understanding, please note
acceptance by signing on the original of this letter. Please retain the signed copy for the Client’s
files and return the original to me for our files.
Sincerely yours,
Sra, Horrens, LerrHary, McGratn & TERLECKY Co., L.P.A,
By Aare. lenberger
orf irstenberger
Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791
0G480 - D44
July 25, 2023
Page 3
ACCEPTANCE
Accepted and agreed to this 5 day of July, 2023.
AL. St
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Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D35 IN THE COURT OF COMMON PLEAS FOR FRANKLIN COUNTY, OHIO STATES RESOURCES CORP., CASE NO.: 23CV3791 Plaintiff, v ALLEN C. MATHENA, ET AL., JUDGE KIM BROWN Defendants. APPLICATION TO EMPLOY STRIP, HOPPERS, LEITHART, MCGRATH & TERLECKY CO., LPA, AS ATTORNEYS FOR THE RECEIVER Now comes A.C. Strip, the court-appointed receiver (the “Receiver”) for Mathena-Sinclair, LLC (the “Company”), and represents to the Court as follows: 1 On July 21, 2023, the Court filed an Entry appointing receiver for the Company (“Order _Appointing Receiver”). The Receiver has accepted the appointment through the execution of the Receiver’s Oath and Undertaking and establishment of a bond, which is being filed contemporaneously with this Application. 2 The Receiver believes that it will be necessary during the course of the Receivership for him to employ counsel to represent him and the receivership estate in all matters herein Specifically, counsel is needed to bring matters to this Court’s attention such as (i) reports and accounts of the Receiver; (ii) motions to sell property of the receivership estate; (iii) issues related to submitted proofs of claim; (iv) litigation and recovery of assets; and (v) all other such legal matters that may arise in this proceeding. 3 The Franklin County Court of Common Pleas Local Rule 66.08 (the “Local Rules”) states that any party may request the employment of professionals through application to the Court. The Receiver applies for the appointment of the law firm of Strip, Hoppers, Leithart, McGrath & Page 1 of 4 Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D36 Terlecky Co., LPA, and attorney Aaron C. Firstenberger, in particular, as attorneys for the proposed receiver (the “Law Firm’) 4 The Law Firm has extensive experience with receivership cases. The Law Firm has handled hundreds of receivership cases and has the requisite skill and knowledge to handle the instant matter. 5 Attached hereto as Exhibit “A” is the Affidavit of Aaron C. Firstenberger which, among other things, verifies the following in accordance with Local Rule 66.08 a. the professional licensures of all attorneys in the Law Firm are in good standing and not under suspension; b appropriate conflict checks have been made by the Law Firm and no conflicts of interest exist in this case; Cc. professional liability insurance in an amount equal to the minimum coverage required by Rule 1.4 of the Ohio Rules of Professional Conduct is in force; and d the Law Firm will enter into a written fee agreement with the Receiver, a copy of which is attached hereto as Exhibit B, which sets forth the terms of the engagement; that the Law Firm will avoid any conflict of interest in connection with work on the receivership; that gross proceeds of any sale or other transaction conducted by the Law Firm will be immediately turned over to the proposed receiver or placed in a separate trust account; and that the Law Firm and its attorneys and staff will not directly or indirectly purchase acquire or accept any interest in any property managed, appraised, or sold through the receivership. 6 The Law Firm will charge for its legal services at an hourly rate of not more than $300.00 per hour, and for reasonably necessary out-of-pocket expenses and disbursements normally charged to its regular clients. As required by the Local Rules, a disclosure of the proposed hourly rates of the Law Firm are as follows: Mr. Firstenberger’s hourly rate is $335.00 per hour Page 2 of 4 Eranklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D37 but will bill all time in that matter at $300.00 per hour. Rates of other attorneys in the firm range from $175.00 per hour to $475.00 per hour, but the rates in this matter shall not exceed $300.00 per hour. Paralegal time is billed at $125.00 per hour. 7 The Law Firm, as required by Local Rule 66.08, does not hold or represent an interest adverse to the Company or the receivership estate, and is “disinterested.” The Receiver is a partner with the Law Firm. Neither the Law Firm nor any of its attorneys have any prior business relationship with the Company or the Plaintiff. 8 The Law Firm has not received fees in relation to this receivership case to date. 9 The Law Firm proposes that it apply for its fees to the Court on a regular basis through the pendency of the receivership and in accordance with the Local Rules. Based upon the foregoing, the Receiver respectfully requests that the Court issue an order authorizing the Receiver employ Strip, Hoppers, Leithart, McGrath & Terlecky, Co., LPA, on the terms and conditions set forth in this Application, and that the Court grant such other and further relief as is appropriate. Respectfully submitted, /s/A.C. Strip A.C. Strip, Receiver (0018262) STRIP, HOPPERS, LEITHART, MCGRATH & TERLECKY Co., L.P.A. 575 South Third Street Columbus, Ohio 43215 (614) 228-6345 (telephone) (614) 228-6369 (facsimile) a Page 3 of 4 Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D38 CERTIFICATE OF SERVICE The undersigned hereby certifies that on July 28, 2023, a copy of the foregoing APPLICATION TO EMPLOY STRIP, HOPPERS, LEITHART, MCGRATH & TERLECKY CO., LPA, AS ATTORNEYS FOR THE RECEIVER was submitted to the Court electronically and served on the following registered eFiling participants, electronically through the court's eFiling system at the email address registered with the court. Electronic service through the Court’s eFiling system is proper pursuant to Section X(C)(1) of the Franklin County Court of Common Pleas Second Amended Administrative Order regarding Electronic Filing of Court Documents. The foregoing was also served by ordinary U.S. Mail addressed to the following None. /s/A.C. Strip A.C. Strip (0018262) Page 4 of 4 Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D39 IN THE COURT OF COMMON PLEAS FOR FRANKLIN COUNTY, OHIO STATES RESOURCES CORP., CASE NO.: 23CV3791 Plaintiff, ve ALLEN C. MATHENA, ET AL., JUDGE KIM BROWN Defendants, AFFIDAVIT OF AARON C. FIRSTENBERGER I, Aaron C. Firstenberger, being first duly cautioned and sworn, state as follows: i lam an Attorney with the law firm Strip, Hoppers, Leithart, McGrath & Terlecky, Co., LPA (the “Law Firm”), the law firm named in the foregoing Application to Employ Strip, Hoppers, Leithart, McGrath & Terlecky Co, LPA, as Attorneys for the Receiver (the “Applic 2> I have read the Application and I agree to and approve ail of the terms and conditions therein. ‘The Law Firm has extensive experience with receivership cases. The Law Firm has 2 3 the handled hundreds of receivership cases and has the requisite skill and knowledge to handle instant matter. 4. In accordance with Local Rule 66.08, I hereby verify the following on behalf of the Law Firm and each attorney of the Law Firm: 4. the professional licensures of all attorneys in the Law Firm are in good standing and not under suspension; b appropriate conflict checks have been made by the Law Firm and no conflicts of interest exist in this case: EXHIBIT 83 5 A Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D40 c professional Hability surance in an amount equal to the minimum coverage required by Rule 1.4 of the Obio Rules of Professional Conduct is in force; and d the Law Firm will enter Into a written fee agreement with the proposed receiver, which contract wi 1 set forth the terms of the engagement; that the Law Firm will avoid any conflict of interest in connection with work on the receivership; that gross proceeds of any sale or other transaction conducted by the Law Firm will be immediately turned over to the proposed receiver or placed in a separate trast account; and that the Law Firm and its attorneys and staff will not directly or indirectly purchase acquire or accept any interest in any property managed, appraised, or sold through the receivership. § The Law Firm will charge for its legal services at an hourly rate of not more than $300.00 per hour, and for reasonably necessary out of pocket expenses and disbursements normally charged to its regular clients. As required by the Local Rules, a disclosure of the proposed bourly rates of the Law Firm are as follows: My customary hourly rate is $335.00 per hour, but my services in this matter will be billed at $300.00 per hour; other attorneys in the office bill at rates raging from $175.00 to $475.00 per hour, but will be billed at no more than $300.00 per hour; all paralegal time is billed at the rate of $125.00 per hour. 6 Neither | nor any attomey or staff member employed by the Law Firm have any prior business relationship with the Company. The Law Firm had no business dealings with the Company or Plaintiff prior to the preparation of this case. The Receive a partner in the Law Firm. The Law Firm has not received fees in relation to this receivership case. 8 The proposed employment of the Law F is not prohibited by, or improper under, Ohio Law or the Local Rules of the Franklin County Court of Common Pleas. 9 {declare under penalty of perjury that the foregoing is true and correct. Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D4l FURTHER AFFIANT SAYETH NOT: a ron C ‘stent or Sworn to before me and subseribed in my presence by Aaron C. Firstenberger, on this 25th day of July, 2023. i asx ‘ania 0. Wattece © x Nalay Reig, Sate af OHS Notary Public My Sossntebes EAs Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D42 LAW OFFICES OF STRIP, HOPPERS, LEITHART, McGRATH & TERLECKY CO. A LEGAL PROFESSIONAL ASSOCIATION n STRIP 3758, THIRD STREET KRISTIE a, CAMP! I WM COLUMB OHIO 4 15 JORN W WL a (4 45 CHAD A. FOR OTHY AX (OIF 4365 LONIR. SAMS M 0 BECK Ene! i€ Ba DEERG* APRELL OF COUNS! AARON PROER GARY PRI DUBLIN OFFICE ~ BY APPOE “ is 8 bh tos on ay 0bss Ret cnt July 20, 2023 A. Strip 75S. Third St Columbus, Ohio 43215 Re: Mathena-Sinclair, LLC Receivership Dear Mr. Strip’ This letter sets forth the terms of employment of Strip, Hoppers, Leithart, McGrath & Terlecky Co., L.P.A. (the “Firm”} as counsel for you {the “Client,”) for representation of the client’s interests as the Court-Appointed Receiver for Mathena-Sinclair, LLC. ‘This firrn will be pleased to represent you as follow: 1 Fee Structur All legal work will be performed by the Firm at the rate of not more than $300.06 per ho , or as otherwise directed by the Court. Time charges will be accrued daily for all time spent on the Cent's behalf, including, but not limited to, time involved in research, iny igation, telephone calls, travels, conferences, court appearances, preparation, drafting, oo corr dence, and organizingfil s, evidence and materials (this shall also include any time spent in preparation of the documents necessary to be engaged and approved by the Court). The Firm acknowledges that payment for any and alf fees shall be conditioned upon appr } of the appointing Court, and that payment for approved fees shall be made from receivership estate », Charges will be made for certain dir ee20} t expenses in connection with work performed by the Firm; by way of example, but not limited charges may be made for photocopies. long distance telephone calls, travel, postage, overni delivery, telecopier, deposition ¢ or anscript fees, witness fees, filing fees, court cost computer research, messenger ser , secretarial overtime and other usual and ordinary charges that typicaily may be billed and other usual and ordinary charges that typically may be billed by counsel in such matters. The Cliont agrees to pay directly to a third party vendor of goods or services any charges which exceed One Hi ‘ed ($100) Dollars if the Firm so requests, EXHIBIT 1B Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D43 July 25, 2023 Page 2 3 The Client will be billed monthly and agrees to pay the Firm’s invoices within fourt ( } days of Order approving the fees in question, unless otherwise agreed from time to time. No retainer is requested. 4. Avoidance of Conflicts The Firm will avoid any conflict of interest in connection with work on the receivership. Gross proceeds of any sale or other transaction will be immediately turned over to the Receiver or placed in the rm trust account for further handling. The Firm shall not, under any circumstances, directly or indirectly purchase, acquire, or accept any interest in any receivership assets. amperentand Eifleent Rel FES CTH! a}. Asis customary, the Firm makes no guarantee as to any particular result it may obtain on behalf f the Client; however, the Firm will provide competent and diligent representation, with the legal knowledge, skill, thoroughness and preparation reasonably necessary for the representation. 2 of mplavment. The Client is retaining the Firm only in connection with the matters described in the first paragraph of this letter. Hf the Client later desires to retain the Firm for other matters and the Firm consents to said representation, the Fim may require that a separate letter agreement be executed for such other matte which letter agreement may contain terms different from those contained in this letter. Ifo additional letter agreement is executed, the terms of this letter agreement shall apply fo the additional matters. uction of Files. All files are maintained in the office of the firm. Three y 3 afier the closing of the oase, the firm reserves the right to destroy the files, Consequently, you should de: the files turned over to you, you should do so within three years after the date of the closure of this case. If the above terms of employment correctly reflect the Client’s understanding, please note acceptance by signing on the original of this letter. Please retain the signed copy for the Client’s files and return the original to me for our files. Sincerely yours, Sra, Horrens, LerrHary, McGratn & TERLECKY Co., L.P.A, By Aare. lenberger orf irstenberger Franklin County Ohio Clerk of Courts of the Common Pleas- 2023 Jul 28 2:33 PM-23CV003791 0G480 - D44 July 25, 2023 Page 3 ACCEPTANCE Accepted and agreed to this 5 day of July, 2023. AL. St