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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: BOY SCOUTS OF AMERICA AND DELAWARE BSA, LLC, 1 Debtors. Chapter 11 Case No. 20-10343 (LSS) (Jointly Administered) Ref. Docket Nos. 214, 354 NOTICE OF REVISED LIST OF ORDINARY COURSE PROFESSIONALS PLEASE TAKE NOTICE that on April 7, 2020, the Court entered the Order Authorizing the Debtors to Retain and Compensate Certain Professionals Used in the Ordinary Course of Their Non-Profit Operations, Nunc Pro Tunc to the Petition Date [Docket No. 354] (the “OCP Order”), 2 which authorized the Debtors to retain and compensate the Ordinary Course Professionals identified on Exhibit 1 to the OCP Order (the “Initial OCP List”) for post-petition services in the ordinary course of their non-profit operations, in accordance with the procedures set forth therein. PLEASE TAKE FURTHER NOTICE that, on April 24, 2020, the Court entered the Order Granting Limited Relief from the Automatic Stay with Respect to Trademark Action of Girl Scouts of the United States of America [Docket No. 485] (the “Stay Relief Order”), 3 which lifts the automatic stay on a limited basis until July 23, 2020 to permit Girl Scouts and the BSA 1 The Debtors in these chapter 11 cases, together with the last four digits of each Debtor’s federal tax identification number, are as follows: Boy Scouts of America (6300) and Delaware BSA, LLC (4311). The Debtors’ mailing address is 1325 West Walnut Hill Lane, Irving, Texas 75038. 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the OCP Order or the Debtors’ Motion for Entry of an Order Authorizing the Debtors to Retain and Compensate Certain Professionals Used in the Ordinary Course of Their Non-Profit Operations, Nunc Pro Tunc to the Petition Date [Docket No. 214], as applicable. 3 Capitalized terms used but not otherwise defined in this paragraph shall have the meanings ascribed to such terms in the Stay Relief Order. Case 20-10343-LSS Doc 510 Filed 04/29/20 Page 1 of 3
Transcript of IN THE UNITED STATES BANKRUPTCY COURT FOR THE … · mcguire woods llp law firm defense counsel...
IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE
In re: BOY SCOUTS OF AMERICA AND DELAWARE BSA, LLC,1 Debtors.
Chapter 11 Case No. 20-10343 (LSS) (Jointly Administered) Ref. Docket Nos. 214, 354
NOTICE OF REVISED LIST OF ORDINARY COURSE PROFESSIONALS
PLEASE TAKE NOTICE that on April 7, 2020, the Court entered the Order
Authorizing the Debtors to Retain and Compensate Certain Professionals Used in the Ordinary
Course of Their Non-Profit Operations, Nunc Pro Tunc to the Petition Date [Docket No. 354]
(the “OCP Order”),2 which authorized the Debtors to retain and compensate the Ordinary Course
Professionals identified on Exhibit 1 to the OCP Order (the “Initial OCP List”) for post-petition
services in the ordinary course of their non-profit operations, in accordance with the procedures
set forth therein.
PLEASE TAKE FURTHER NOTICE that, on April 24, 2020, the Court entered the
Order Granting Limited Relief from the Automatic Stay with Respect to Trademark Action of
Girl Scouts of the United States of America [Docket No. 485] (the “Stay Relief Order”),3 which
lifts the automatic stay on a limited basis until July 23, 2020 to permit Girl Scouts and the BSA
1 The Debtors in these chapter 11 cases, together with the last four digits of each Debtor’s federal tax identification number, are as follows: Boy Scouts of America (6300) and Delaware BSA, LLC (4311). The Debtors’ mailing address is 1325 West Walnut Hill Lane, Irving, Texas 75038. 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the OCP Order or the Debtors’ Motion for Entry of an Order Authorizing the Debtors to Retain and Compensate Certain Professionals Used in the Ordinary Course of Their Non-Profit Operations, Nunc Pro Tunc to the Petition Date [Docket No. 214], as applicable. 3 Capitalized terms used but not otherwise defined in this paragraph shall have the meanings ascribed to such terms in the Stay Relief Order.
Case 20-10343-LSS Doc 510 Filed 04/29/20 Page 1 of 3
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to mediate the Trademark Action; thereafter, the stay shall be lifted, solely with respect to the
Trademark Action, to permit the Trademark Action to proceed in the District Court.
PLEASE TAKE FURTHER NOTICE that, pursuant to the OCP Order, attached hereto
as Exhibit A is a revised list of Ordinary Course Professionals (the “Revised OCP List”). In
light of the Stay Relief Order, the Revised OCP List includes the law firm of Quinn Emanuel
Urquhart & Sullivan, LLP (the “Firm”), which serves as defense counsel for the BSA in the
Trademark Action, as a Tier 1 Ordinary Course Professional. The Firm was listed as a Tier 2
Ordinary Course Professional on the Initial OCP List. The OCP Declaration for the Firm is
being filed concurrently herewith.
PLEASE TAKE FURTHER NOTICE that a redline comparison of the Revised OCP
List against the Initial OCP List is attached hereto as Exhibit B.
PLEASE TAKE FURTHER NOTICE that the OCP Declaration for the Firm is
attached hereto as Exhibit C.
PLEASE TAKE FURTHER NOTICE that, pursuant to the OCP Order, any objections
to the proposed retention of the Firm must be filed with the Court and served on the Objection
Recipients within ten (10) days hereof and state, with specificity, the legal and/or factual bases
for the objection.
[Remainder of Page Intentionally Left Blank]
Case 20-10343-LSS Doc 510 Filed 04/29/20 Page 2 of 3
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Dated: April 29, 2020 Wilmington, Delaware
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
/s/ Eric W. Moats Derek C. Abbott (No. 3376)
Andrew R. Remming (No. 5120) Joseph C. Barsalona II (No. 6102) Eric W. Moats (No. 6441) Paige N. Topper (No. 6470) 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, Delaware 19899-1347 Telephone: (302) 658-9200 Email: [email protected]
[email protected] [email protected] [email protected] [email protected]
– and –
SIDLEY AUSTIN LLP Jessica C. K. Boelter (admitted pro hac vice) 787 Seventh Avenue New York, New York 10019 Telephone: (212) 839-5300 Email: [email protected] – and – SIDLEY AUSTIN LLP Thomas A. Labuda (admitted pro hac vice) Michael C. Andolina (admitted pro hac vice) Matthew E. Linder (admitted pro hac vice) One South Dearborn Street Chicago, Illinois 60603 Telephone: (312) 853-7000 Email: [email protected]
[email protected] [email protected] [email protected]
CO-COUNSEL AND PROPOSED COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION
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Exhibit A
Revised OCP List
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Tier 1 Ordinary Course Professionals
PROFESSIONAL CATEGORY DETAILS COVINGTON & BURLING LAW FIRM COUNSEL – CIVIL AND
CONGRESSIONAL INVESTIGATIONS AND GRAND JURY SUBPOENA
FTI CONSULTING CONSULTANT STRATEGIC COMMUNICATIONS AND PR CONSULTING
HARPER AND PEARSON AUDITORS AUDIT AND FINANCIAL STATEMENT PREPARATION
PRICEWATERHOUSE COOPERS LLP AUDITORS FINANCIAL AUDITOR QUINN EMANUEL URQUHART & SULLIVAN LLP LAW FIRM DEFENSE COUNSEL STEPTOE & JOHNSON PLLC LAW FIRM CORPORATE COUNSEL
TOWERS WATSON DELAWARE, INC ACTUARY PENSION/HEALTH & BENEFITS ACTUARIAL SERVICES
Tier 2 Ordinary Course Professionals
PROFESSIONAL CATEGORY DETAILS AN, TIAN, ZHANG & PARTNERS LAW FIRM COUNSEL - IP MATTERS BASSFORD REMELE PA LAW FIRM DEFENSE COUNSEL BAX ADVISORS CONSULTANT GENERAL COUNSEL ADVISOR BAYS LUNG ROSE HOLMA ATTORNEYS AT LAW LAW FIRM DEFENSE COUNSEL BOND, SCHOENECK & KING PLLC LAW FIRM DEFENSE COUNSEL BOONE KARLBERG PC LAW FIRM DEFENSE COUNSEL
BOY SCOUTS PARENTS INC GOVERNMENT RELATIONS
GOVERNMENT RELATIONS / LOBBYIST
CAROLINA FRIDMAN LAW CORP LAW FIRM CANADIAN IMMIGRATION COUNSEL
CCPIT PATENT & TRADEMARK LAW OFFICE
PATENT/TRADEMARK
PATENT/TRADEMARK COUNSEL
CIVILLE & TANG PLLC LAW FIRM DEFENSE COUNSEL CLARKE SLIVERGLATE PA LAW FIRM DEFENSE COUNSEL CONNELL FOLEY LLP LAW FIRM DEFENSE COUNSEL CRANFILL SUMNER & HARTZOG LLP LAW FIRM DEFENSE COUNSEL CROTTY & SCHLITZ LLC LAW FIRM INVESTIGATIONS COUNSEL DENTONS US LLP LAW FIRM DEFENSE COUNSEL FOLAND WICKENS ROPER HOFER LAW FIRM DEFENSE COUNSEL FOX ROTHSCHILD LLP LAW FIRM COUNSEL - IP MATTERS GEROLAMO MCNULTY DIVIS & LEWBART PC LAW FIRM DEFENSE COUNSEL GRANT THORNTON AUDITORS COUNSEL - IRS 4958 MATTERS GREFE & SIDNEY PLC LAW FIRM DEFENSE COUNSEL GRUBER THOMAS & CO LAW FIRM EMPLOYMENT COUNSEL HAWLEY TROXELL ENNIS & LAW FIRM DEFENSE COUNSEL
Case 20-10343-LSS Doc 510-1 Filed 04/29/20 Page 2 of 4
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PROFESSIONAL CATEGORY DETAILS HAWLEY LLP
HECHT SPENCER & ASSOCIATES INC GOVERNMENT RELATIONS
GOVERNMENT RELATIONS / LOBBYIST
HEPLERBROOM LLC LAW FIRM DEFENSE COUNSEL HINSHAW & CULBERTSON LLP LAW FIRM DEFENSE COUNSEL
HOWARD & CO., LLP FINANCIAL FIRM TAX PREPARATION
HUESTON HENNIGAN LAW FIRM DEFENSE COUNSEL KELEHER & MCLEOD PA, ATTORNEYS AT LAW LAW FIRM DEFENSE COUNSEL KELLER & ALMASSIAN PLC LAW FIRM DEFENSE COUNSEL KIPP AND CHRISTIAN PC LAW FIRM DEFENSE COUNSEL
LCG ASSOCIATES, INC CONSULTANT MATCH SAVINGS PLAN CONSULTING
LIGHTFOOT FRANKLIN & WHITE LLC LAW FIRM DEFENSE COUNSEL LOCKE LORD LLP LAW FIRM DEFENSE COUNSEL MANDELL MENKES, LLC LAW FIRM DEFENSE COUNSEL MARKOWITZ HERBOLD GLADE AND MEHLHAF PC LAW FIRM DEFENSE COUNSEL MCANGUS GOUDELOCK & COURIE LAW FIRM DEFENSE COUNSEL MCGUIRE WOODS LLP LAW FIRM DEFENSE COUNSEL MCGUIRE, CRADDOCK & STROTHER PC LAW FIRM DEFENSE COUNSEL MCLANE MIDDLETON PROF ASSOC LAW FIRM DEFENSE COUNSEL
MEAD & HUNT INC CONSULTANT SPECIAL PROJECT CONSULTANT
MELICK PORTER LLP LAW FIRM DEFENSE COUNSEL MILLER & MARTIN PLLC LAW FIRM DEFENSE COUNSEL MILLER JOHNSON SNELL & CUMMISKEY PLC LAW FIRM DEFENSE COUNSEL
MILLIMAN USA INC ACTUARY ACTUARY - INSURANCE RESERVES
MITCHELL, WILLIAMS, SELIG, GATES LAW FIRM DEFENSE COUNSEL
MNP LLP ACCOUNTING FIRM
CANADIAN AUDIT COUNSULTANT
NICHOLAS W MULICK PA LAW FIRM DEFENSE COUNSEL
NIGRO KARLIN SEGAL & FELDSTEIN AUDITORS SUPPLY AUDITOR (LICENSEE AUDIT)
PARK DIETZ & ASSOCIATES INC CONSULTANT DEFENSE EXPERT WITNESS PERKINS COIE LAW FIRM DEFENSE COUNSEL RUHTER & REYNOLDS INC CONSULTANT DEFENSE COUNSEL SAUL EWING LLP LAW FIRM DEFENSE COUNSEL SCHEPER KIM & HARRIS LLP LAW FIRM DEFENSE COUNSEL SHEEHY WARE & PAPPAS PC LAW FIRM DEFENSE COUNSEL SITLINGER & THEILER LAW FIRM DEFENSE COUNSEL STICH ANGELL KREIDLER UNKE & SCATTERGOOD LAW FIRM INVESTIGATIONS COUNSEL STILLWELL MIDGLEY PLCC LAW FIRM DEFENSE COUNSEL
Case 20-10343-LSS Doc 510-1 Filed 04/29/20 Page 3 of 4
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PROFESSIONAL CATEGORY DETAILS STITES & HARBISON PLLC LAW FIRM DEFENSE COUNSEL TAYLOR PORTER BROOKS & PHILLIPS LLP LAW FIRM DEFENSE COUNSEL TEXAS MEDICAL LEGAL CONSULTANTS CONSULTANT DEFENSE EXPERT WITNESS THOMPSON COE & O'MEARA LLP LAW FIRM DEFENSE COUNSEL UPSHAW WILLIAMS BIGGERS LAW FIRM DEFENSE COUNSEL VINSON & ELKINS LLP LAW FIRM EMPLOYMENT COUNSEL WHITE AND WILLIAMS LLP LAW FIRM DEFENSE COUNSEL WHITNEY SMITH COMPANY INC. CONSULTANT DEFENSE EXPERT WITNESS WICKER, SMITH, O'HARA, MCCOY & FORD PA LAW FIRM DEFENSE COUNSEL WIGGIN & DANA LLP LAW FIRM DEFENSE COUNSEL WILSON ELSER MOSKOWITZ LAW FIRM DEFENSE COUNSEL WINSTON & STRAWN LLP LAW FIRM DEFENSE COUNSEL
Case 20-10343-LSS Doc 510-1 Filed 04/29/20 Page 4 of 4
Exhibit B
Redline
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Tier 1 Ordinary Course Professionals
PROFESSIONAL CATEGORY DETAILS COVINGTON & BURLING LAW FIRM COUNSEL – CIVIL AND
CONGRESSIONAL INVESTIGATIONS AND GRAND JURY SUBPOENA
FTI CONSULTING CONSULTANT STRATEGIC COMMUNICATIONS AND PR CONSULTING
HARPER AND PEARSON AUDITORS AUDIT AND FINANCIAL STATEMENT PREPARATION
PRICEWATERHOUSE COOPERS LLP AUDITORS FINANCIAL AUDITOR QUINN EMANUEL URQUHART & SULLIVAN LLP LAW FIRM DEFENSE COUNSEL STEPTOE & JOHNSON PLLC LAW FIRM CORPORATE COUNSEL
TOWERS WATSON DELAWARE, INC ACTUARY PENSION/HEALTH & BENEFITS ACTUARIAL SERVICES
Tier 2 Ordinary Course Professionals
PROFESSIONAL CATEGORY DETAILS AN, TIAN, ZHANG & PARTNERS LAW FIRM COUNSEL - IP MATTERS BASSFORD REMELE PA LAW FIRM DEFENSE COUNSEL BAX ADVISORS CONSULTANT GENERAL COUNSEL ADVISOR BAYS LUNG ROSE HOLMA ATTORNEYS AT LAW LAW FIRM DEFENSE COUNSEL BOND, SCHOENECK & KING PLLC LAW FIRM DEFENSE COUNSEL BOONE KARLBERG PC LAW FIRM DEFENSE COUNSEL
BOY SCOUTS PARENTS INC GOVERNMENT RELATIONS
GOVERNMENT RELATIONS / LOBBYIST
CAROLINA FRIDMAN LAW CORP LAW FIRM CANADIAN IMMIGRATION COUNSEL
CCPIT PATENT & TRADEMARK LAW OFFICE
PATENT/TRADEMARK
PATENT/TRADEMARK COUNSEL
CIVILLE & TANG PLLC LAW FIRM DEFENSE COUNSEL CLARKE SLIVERGLATE PA LAW FIRM DEFENSE COUNSEL CONNELL FOLEY LLP LAW FIRM DEFENSE COUNSEL CRANFILL SUMNER & HARTZOG LLP LAW FIRM DEFENSE COUNSEL CROTTY & SCHLITZ LLC LAW FIRM INVESTIGATIONS COUNSEL DENTONS US LLP LAW FIRM DEFENSE COUNSEL FOLAND WICKENS ROPER HOFER LAW FIRM DEFENSE COUNSEL FOX ROTHSCHILD LLP LAW FIRM COUNSEL - IP MATTERS GEROLAMO MCNULTY DIVIS & LEWBART PC LAW FIRM DEFENSE COUNSEL GRANT THORNTON AUDITORS COUNSEL - IRS 4958 MATTERS GREFE & SIDNEY PLC LAW FIRM DEFENSE COUNSEL GRUBER THOMAS & CO LAW FIRM EMPLOYMENT COUNSEL HAWLEY TROXELL ENNIS & LAW FIRM DEFENSE COUNSEL
Case 20-10343-LSS Doc 510-2 Filed 04/29/20 Page 2 of 4
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PROFESSIONAL CATEGORY DETAILS HAWLEY LLP
HECHT SPENCER & ASSOCIATES INC GOVERNMENT RELATIONS
GOVERNMENT RELATIONS / LOBBYIST
HEPLERBROOM LLC LAW FIRM DEFENSE COUNSEL HINSHAW & CULBERTSON LLP LAW FIRM DEFENSE COUNSEL
HOWARD & CO., LLP FINANCIAL FIRM TAX PREPARATION
HUESTON HENNIGAN LAW FIRM DEFENSE COUNSEL KELEHER & MCLEOD PA, ATTORNEYS AT LAW LAW FIRM DEFENSE COUNSEL KELLER & ALMASSIAN PLC LAW FIRM DEFENSE COUNSEL KIPP AND CHRISTIAN PC LAW FIRM DEFENSE COUNSEL
LCG ASSOCIATES, INC CONSULTANT MATCH SAVINGS PLAN CONSULTING
LIGHTFOOT FRANKLIN & WHITE LLC LAW FIRM DEFENSE COUNSEL LOCKE LORD LLP LAW FIRM DEFENSE COUNSEL MANDELL MENKES, LLC LAW FIRM DEFENSE COUNSEL MARKOWITZ HERBOLD GLADE AND MEHLHAF PC LAW FIRM DEFENSE COUNSEL MCANGUS GOUDELOCK & COURIE LAW FIRM DEFENSE COUNSEL MCGUIRE WOODS LLP LAW FIRM DEFENSE COUNSEL MCGUIRE, CRADDOCK & STROTHER PC LAW FIRM DEFENSE COUNSEL MCLANE MIDDLETON PROF ASSOC LAW FIRM DEFENSE COUNSEL
MEAD & HUNT INC CONSULTANT SPECIAL PROJECT CONSULTANT
MELICK PORTER LLP LAW FIRM DEFENSE COUNSEL MILLER & MARTIN PLLC LAW FIRM DEFENSE COUNSEL MILLER JOHNSON SNELL & CUMMISKEY PLC LAW FIRM DEFENSE COUNSEL
MILLIMAN USA INC ACTUARY ACTUARY - INSURANCE RESERVES
MITCHELL, WILLIAMS, SELIG, GATES LAW FIRM DEFENSE COUNSEL
MNP LLP ACCOUNTING FIRM
CANADIAN AUDIT COUNSULTANT
NICHOLAS W MULICK PA LAW FIRM DEFENSE COUNSEL
NIGRO KARLIN SEGAL & FELDSTEIN AUDITORS SUPPLY AUDITOR (LICENSEE AUDIT)
PARK DIETZ & ASSOCIATES INC CONSULTANT DEFENSE EXPERT WITNESS PERKINS COIE LAW FIRM DEFENSE COUNSEL QUINN EMANUEL URQUHART & SULLIVAN LLP LAW FIRM DEFENSE COUNSEL RUHTER & REYNOLDS INC CONSULTANT DEFENSE COUNSEL SAUL EWING LLP LAW FIRM DEFENSE COUNSEL SCHEPER KIM & HARRIS LLP LAW FIRM DEFENSE COUNSEL SHEEHY WARE & PAPPAS PC LAW FIRM DEFENSE COUNSEL SITLINGER & THEILER LAW FIRM DEFENSE COUNSEL STICH ANGELL KREIDLER UNKE & LAW FIRM INVESTIGATIONS COUNSEL
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PROFESSIONAL CATEGORY DETAILS SCATTERGOOD STILLWELL MIDGLEY PLCC LAW FIRM DEFENSE COUNSEL STITES & HARBISON PLLC LAW FIRM DEFENSE COUNSEL TAYLOR PORTER BROOKS & PHILLIPS LLP LAW FIRM DEFENSE COUNSEL TEXAS MEDICAL LEGAL CONSULTANTS CONSULTANT DEFENSE EXPERT WITNESS THOMPSON COE & O'MEARA LLP LAW FIRM DEFENSE COUNSEL UPSHAW WILLIAMS BIGGERS LAW FIRM DEFENSE COUNSEL VINSON & ELKINS LLP LAW FIRM EMPLOYMENT COUNSEL WHITE AND WILLIAMS LLP LAW FIRM DEFENSE COUNSEL WHITNEY SMITH COMPANY INC. CONSULTANT DEFENSE EXPERT WITNESS WICKER, SMITH, O'HARA, MCCOY & FORD PA LAW FIRM DEFENSE COUNSEL WIGGIN & DANA LLP LAW FIRM DEFENSE COUNSEL WILSON ELSER MOSKOWITZ LAW FIRM DEFENSE COUNSEL WINSTON & STRAWN LLP LAW FIRM DEFENSE COUNSEL
Case 20-10343-LSS Doc 510-2 Filed 04/29/20 Page 4 of 4
Exhibit C
Quinn Emanuel Urquhart & Sullivan LLP OCP Declaration
Case 20-10343-LSS Doc 510-3 Filed 04/29/20 Page 1 of 4
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IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re:
BOY SCOUTS OF AMERICA AND
DELAWARE BSA, LLC,1
Debtors.
Chapter 11
Case No. 20-10343 (LSS)
Jointly Administered
DECLARATION OF RACHEL KASSABIAN
ON BEHALF OF ORDINARY COURSE PROFESSIONAL
QUINN EMANUEL URQUHART & SULLIVAN LLP
I, Rachel Kassabian, hereby declare under penalty of perjury as follows:
1. I am a partner of the law firm Quinn Emanuel Urquhart & Sullivan, LLP, located
at 555 Twin Dolphin Dr., 5th Floor, Redwood Shores, California 94065 (the “Firm”).
2. This declaration is submitted in accordance with that certain Order Authorizing the
Debtors to Employ and Compensate Professionals Used in the Ordinary Course of Business, Nunc
Pro Tunc to the Petition Date [Docket No. 354] (the “OCP Order”). All capitalized terms used
but not otherwise defined herein shall have the meanings ascribed to such terms in the OCP Order.
3. The debtors and debtors in possession in the above-captioned chapter 11 cases
(together, the “Debtors”) have requested that the Firm provide services to the Debtors, and the
Firm has consented to provide such services (the “Services”).
4. The Services include, without limitation, the following: We are defense counsel
for the Boy Scouts of America in a case brought by the Girl Scouts of the United States of America
alleging trademark infringement, trademark dilution, unfair competition, and tortious interference
1 The Debtors in these chapter 11 cases, together with the last four digits of each Debtor’s federal
tax identification number, are as follows: Boy Scouts of America (6300) and Delaware BSA,
LLC (4311). The Debtors’ mailing address is 1325 West Walnut Hill Lane, Irving, Texas 75038.
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with prospective economic advantage. The matter is captioned Girl Scouts of the United States of
America v. Boy Scouts of America, No. 18-cv-10287 (AKH) (S.D.N.Y. Nov. 6, 2018) (the
“Trademark Action”) in the U.S. District Court for the Southern District of New York.
5. The Firm may in the past have performed, may currently perform, and may in the
future perform services in matters unrelated to the Debtors’ chapter 11 cases for persons that are
parties in interest in the Debtors’ chapter 11 cases. As part of its customary practices, the Firm is
employed in cases, proceedings, and transactions involving many different parties, some of whom
may represent or be parties in interest in these chapter 11 cases. The Firm does not perform
services for any such party in interest in connection with the chapter 11 cases. In addition, the Firm
does not represent or hold any interest adverse to the Debtors or their estates with respect to the
matters on which the Firm is to be employed.
6. Neither I, nor any principal of, nor any professional employed by the Firm has
agreed to share, or will share, any portion of the compensation to be received from the Debtors
with any other person other than the principal and regular employees of the Firm.
7. As of the commencement of these chapter 11 cases on February 18, 2020 (the
“Petition Date”), the Debtors owed the Firm $887,192.35 in respect of services provided to the
Debtors.
8. As of the Petition Date, the Firm held a retainer from the Debtors in the amount of
$750,000.00.
9. The Firm estimates that its average monthly compensation during these chapter 11
cases will be approximately $150,000 or less, through the period lifting the automatic stay on a
limited basis. See Docket No. 485.
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10. The Firm has reviewed the OCP Order and understands the limitations on
compensation and reimbursement of expenses thereunder. Specifically, the Firm understands that
in the event that it exceeds the applicable OCP Cap, the Firm will be required to file with the Court
an application for allowance and payment of any fees and/or expenses that exceed such OCP Cap
in accordance with sections 330 and 331 of the Bankruptcy Code, applicable Bankruptcy Rules
and the Local Rules, and any applicable orders or procedures of the Court.
11. The Firm is conducting further inquiries regarding its retention by any creditors of
the Debtors and if, upon the conclusion of such inquiry, or at any time during the period of its
retention, the Firm should discover any facts bearing on the matters described herein, the Firm will
supplement the information contained in this declaration.
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury under the laws of the
United States of America that the foregoing is true and correct.
Dated: April 29, 2020
San Francisco, CA
___________________________
Rachel Kassabian
Case 20-10343-LSS Doc 510-3 Filed 04/29/20 Page 4 of 4
