______________________________________ 

David G. Barger (VSB No. 21652) 

Thomas J. McKee, Jr. (VSB No. 68427) 

J. Gregory Milmoe (admitted pro hac vice)

Greenberg Traurig, LLP

1750 Tysons Boulevard, Suite 1000

McLean, Virginia 22102

Telephone: (703) 749-1300

Fax: (703) 749-1301

Email: mckeet@gtlaw.com

Counsel to ULX Partners, LLC, UnitedLex Corp., and ULX Manager, LLC 

In re: 

LECLAIRRYAN PLLC, 

Debtor. 

______________________________________ 

Lynn L. Tavenner, as Chapter 7 Trustee, 

Plaintiff, 

vs. 

ULX Partners, LLC, UnitedLex 

Corporation, and ULX Manager, LLC 

Defendants. 

Chapter 7 

Case No. 19-34574 (KRH) 

 Adv. Proc. No. 20-03142-KRH 

ULX PARTNERS, LLC’S, UNITEDLEX CORPORATION’S, AND ULX MANAGER, 

LLC’S SUPPLEMENT TO THEIR PREVIOUSLY-FILED 

MOTION TO SEAL SETTLEMENT AGREEMENT AND RELATED DOCUMENTS, 

INFORMATION, AND HEARINGS

ULX Partners, LLC (“ULXP”), UnitedLex Corporation (“UnitedLex”), and ULX 

Manager, LLC (“ULXM”) (collectively, the “Defendants”) by and through their undersigned 

counsel, pursuant to sections 105 and 107(b) of the Bankruptcy Code and Rule 9018 of the Federal 

Rules of Bankruptcy Procedure, respectfully submit the following as supplemental authority and 

argument in support of their previously-filed Motion to Seal [Docket No. 207] due to the various 

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IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA 

(Richmond Division)

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intervening and material events that have occurred since the Motion to Seal was originally filed 

on May 11, 2022, and in light of the Court’s instruction at the June 28, 2022 hearing that the Court 

receive proposed redactions to various documents in advance of the final hearing of this matter 

currently scheduled for July 14, 2022.1

 

Supplemental Background2

1. On May 11, 2022, the Defendants filed the Motion to Seal [AP Docket No. 207]

seeking the redaction and/or sealing of various documents and transcripts, including the April 19th

Transcript, relating to the settlement of the above-referenced adversary proceeding, among others. 

2. At the direction of the Judicial Mediator, and in an effort to help facilitate the

settlement of the parties’ dispute, the Motion to Seal was filed in advance of the Trustee filing her 

9019 Motion and any supporting documents and/or evidence offered by the Trustee (or others) 

relating to the same. Accordingly, at the time the Motion to Seal was filed, the Defendants’ 

arguments focused primarily upon seeking to seal settlement-related information that constituted 

confidential commercial information under Section 107(b) of the Bankruptcy Code, and that 

“public disclosure of the terms of the Omnibus Settlement Agreement or other sensitive 

information, including allegations in the litigation that Defendants contended are defamatory, has 

the potential to be harmful to Defendant’s ability to engage in future business dealings.” (Motion 

to Seal, AP Docket No. 207, p.9-10). 

1

 Capitalized terms not defined herein shall have the meaning ascribed to them in the Motion to 

Seal and/or the 9019 Motion. 

2

 References to “Docket No.” means the main bankruptcy case, Case No. 19-34574, while 

references to “AP Docket No.” means Adversary Proceeding Case No. 20-03142. Multiple 

documents referenced herein apply in various case numbers relating to the main bankruptcy case, 

and thus Defendants’ Motion to Seal applies to all instances where such documents/information 

appear. 

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3. Shortly after the filing of the Motion to Seal, reports regarding the settlement as

described at the April 19th hearing appeared in the press, publicly disclosing certain terms of the 

Omnibus Settlement Agreement. See UST Objection, AP Docket No. 215, ¶22, fn.3. 

4. On May 18, 2022, the Court entered Defendants’ Unopposed Bridge Order

Restricting Public Access to the April 19th Transcript. [AP Docket No. 210]. On May 18, 2022, 

the Trustee also filed her 9019 Motion [AP Docket No. 211]. 

5. On May 23, 2022, the United States Trustee filed an objection to the Motion to Seal

(the “UST Objection”) [AP Docket No. 215]. 

6. At the May 25th and 26th hearings on the Motion to Seal, and in light of certain

terms being disclosed publicly through press reports, the Defendants 

7. At the conclusions of the May hearings on the Motion to Seal, the Court granted

the Motion to Seal on an interim basis pending a final hearing that would be held once the Court 

had all pleadings and evidence before it regarding the Trustee’s 9019 Motion and the hearing 

thereon that was scheduled for June 8, 2022. 

8. On June 3, 2022, the Trustee filed Declarations by Lynn Tavenner and Brittany

Nelson at Docket Nos. 1374 and 1380 in support of the 9019 Motion. Pursuant to the Court’s 

rulings and instructions at the May 25th and 26th hearings on the Motion to Seal, the Declarations 

were both filed under seal. 

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9. On June 6, 2022, pursuant to its rulings at the May 25th and 26th hearings on the

Motion to Seal, the Court entered an Order to Seal Omnibus Settlement Agreement and Related 

Documents, Information, and Hearings [AP Docket No. 250] (the “Interim Sealing Order”), 

through which the Court sealed and/or redacted certain previously-filed pleadings from the 

litigation on a final basis, but sealed certain pleadings, declarations, and transcripts on an interim 

basis. 

10. With respect to settlement-related pleadings, the Interim Sealing Order provided,

among other things, that (i) the 9019 Motion shall be redacted as provided for therein on an interim 

basis, (ii) that declarations and other evidence that the Trustee may offer in connection with her 

9019 Motion shall be under seal on an interim basis, (iii) that any objections/responses to the 9019 

Motion shall be filed under seal on an interim basis, (iv) the April 19th Transcript shall be redacted 

as provided for therein on an interim basis, and (v) the transcripts of the hearings held by the Court 

on May 25, 2022 and May 26, 2022 shall be sealed on an interim basis. 

11. As seen in the Attachments to the Interim Sealing Order, the redactions to the 9019

Motion and the April 19th Transcript were limited and narrowly tailored, with the material terms 

of the Omnibus Settlement Agreement all still being placed on the public record – including, 

without limitations, the amounts and payors of the settlement payments, the waiver of the ULXP 

Proofs of Claim, the compensation of the Trustee’s counsel through the Improvident Payment 

(including the amount of such proposed payment), and the fact that the settlement included a 

statement that no party admitted liability. (See Interim Sealing Order, Attachments 1 & 2). 

12. Significantly, the Interim Sealing Order also provided that the unredacted versions

of the 9019 Motion (and the Omnibus Settlement Agreement), as well as objections/responses 

could be provided, subject to an agreement of confidentiality, to estate creditors holding 

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undisputed proofs of claim pursuant. (See Interim Sealing Order, ¶9).3

 As relayed to the 

undersigned by the Trustee’s counsel, only a single creditor – Foley & Lardner – requested copies 

of the same as provided for in the Interim Sealing Order. 

13. The Interim Sealing Order, however, limited the disclosure of the Trustee’s

Declarations in support of her 9019 Motion, which expanded on the allegations in the 9019 Motion, 

to those creditors who timely filed an objection to the 9019 Motion. (See Interim Sealing Order, 

¶10). The only purported creditor to file an objection to the 9019 Motion, however, was Foley & 

Lardner [Docket No. 1365], which was provided a copy of the Declarations. 

14. On June 8, 2022, the Court held a hearing on the Trustee’s 9019 Motion. The Court

admitted into evidence the Declarations, as well as the testimony of Brittany Nelson and Lynn 

Tavenner. The June 8, 2022 hearing was held under seal, pending a final ruling on the Defendants’ 

Motion to Seal which the Court continued until June 28, 2022. 

15.

3 As this process had been agreed to already by the parties in the Omnibus Settlement 

Agreement, the Trustee included instructions as to how such creditors could receive unredacted 

copies of such documents in the Notice of Motion and Hearing Thereon [Docket No. 1329] 

regrading the Trustee’s 9019 Motion that she served on May 18, 2022 upon (i) all parties and 

counsel requesting service via the Court’s ECF system, (ii) the Office of the US Trustee, (iii) the 

20 largest unsecured creditors as listed in the Debtor’s schedules, (iv) the Service List as defined 

by the governing Case Management Order, (v) Foley & Lardner, and (vi) all Persons identified 

in paragraph 4 of the FAO Procedures Order. In other words, notification of this procedure was 

given to the appropriate parties well before entry of the Interim Sealing Order and well before 

the June 1, 2022 objection deadline for the Trustee’s 9019 Motion. See Docket No. 1329.

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17. At the conclusion of the June 8th Hearing, the Court continued the final hearing on

the Motion to Seal until June 28, 2022. At the June 28, 2022 hearing, the Court continued the 

hearing again until July 14, 2022, to allow time for the Court’s ruling and memorandum opinion 

on the 9019 Motion to be issued. 

18. Also at the June 28, 2022 hearing, which was not under seal, the Court stated that

Defendants should be prepared to submit to the Court at the July 14th hearing proposed redacted 

documents. As set forth herein, Defendants have attached the proposed redactions to this 

Supplemental Memorandum. 

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19. Later that same day on June 28, 2022, the Court issued its Order and accompanying

Memorandum Opinion approving the Omnibus Settlement Agreement. [Docket Nos. 1452 and 

1453]. The Court filed a redacted version of the Memorandum Opinion on the docket in light of 

the pending Motion to Seal. [Docket No. 1450]. 

Relief Requested

20. Through the Motion to Seal, as well as this Supplement and arguments made at the

various hearings relating to this matter, the Defendants respectfully request that the following 

sealings and/or redactions be made by the Court on a final basis, and notwithstanding any prior 

order of this Court, shall remain sealed and not disclosed absent further order of the Court: 

(i) The 9019 Motion, as provided for in the Interim Sealing Order and as re-docketed

in redacted form at Docket No. 1454, as well as its Exhibits A and B in the form

attached collectively hereto as Attachment 1;

(ii) The April 19th Transcript, as provided for in the Interim Sealing Order and as redocketed in redacted form at AP Docket No. 266;

(iii) The UST Objection to the 9019 Motion, in the proposed redacted form attached

hereto as Attachment 2;

(iv) The May 25th Transcript, in the proposed redacted form attached hereto as

Attachment 3;

(v) The May 26th Transcript, in the proposed redacted form attached here as

Attachment 4;

(vi) The Declaration of Lynn L. Tavenner, Trustee (the “Tavenner Declaration”)

[Docket No. 1374], in the proposed redacted form attached here as Attachment 5;

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(vii) The Declaration of Brittany J. Nelson (the “Nelson Declaration”) [Docket No.

1380], in the proposed redacted form attached here as Attachment 6, as well as all

exhibits thereto4;

(viii) The Trustees’ Reply in Support of the 9019 Motion [AP Docket No. 252], in the

proposed redacted form attached hereto as Attachment 7;

(ix) The June 8, 2022 Transcript [AP Docket No. 259], in the proposed redacted form

attached hereto as Attachment 8;

(x) The Court’s Memorandum Opinion approving the 9019 Motion [Docket No. 1450]

(the “Memorandum Opinion”), in the redacted form already provided by the

Court.

(xi) The instant Supplement to the Previously-Filed Motion to Seal in the redacted form

attached hereto as Attachment 9, and all exhibits/attachments thereto.

(xii) The July 14th Transcript and proffered evidence regarding the hearing on the

Motion to Seal, which redactions will be proposed by Defendants following

completion of the July 14th hearing in the event the Court grants the Motion to Seal.5

4

 The Tavenner Declaration and the Nelson Declaration may be collectively referred to herein as 

the “Declarations”. 

5 All the materials that Defendants seek to seal through the Motion to Seal, this supplement, and 

as discussed at the hearing on the same, shall be collectively referred to as the “Subject 

Materials”. The proposed redactions in the Subject Materials are highlighted in yellow in the 

Attachments and Exhibits. In the event the Court grants the Motion to Seal, and due to the fact 

that various documents appear in multiple case numbers, the Defendants will prepare an Order 

addressing the sealing in the appropriate case numbers. 

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B. Mediation Information Should be Redacted

25.

 such information should remain under seal 

anyway because the Subject Material contains significant descriptions of the mediation, and 

mediation is sacrosanct. See Herman v. Wells Fargo Bank, N.A., 2021 U.S. Dist. LEXIS 43321 

(W.D.Va. Mar. 9, 2021) (“The guarantee of confidentiality is essential to the proper functioning 

of a settlement conference program.”) (citing Clark v. Stapleton Corp., 957 F.2d 745 (10th Cir. 

1992)); see also Sheldone v. Pa. Tpk. Comm’n, 104 F.Supp. 2d 511 (W.D.Pa. 2000) (“If 

participants cannot rely on the confidential treatment of everything that transpires during 

[mediation] sessions then counsel of necessity will feel constrained to conduct themselves in a 

cautious, tightlipped, non-committal manner more suitable to poker players in a high-stakes game 

than to adversaries attempting to arrive at a just resolution of a civil dispute. This atmosphere if 

allowed to exist would surely destroy the effectiveness of a program that has led to settlements . . 

., thereby expediting cases at a time when . . . judicial resources . . . are sorely taxed.”); see also 

Fed. R. Evidence 408. 

26. This Court’s Local Rules provide that the “[t]he substance of communications and

writings in the mediation process shall not be disclosed to any person other than participants in the 

mediation process . . . .” Local Rule 9019-1(J). The Rule continues by stating that “unless 

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otherwise agreed to by the party, communications and writings between a party and the mediator 

shall be considered privileged and confidential and shall not be subject to discovery.” Id.

27. In addition to this Court’s Local Rule regarding mediation,

 the parties engaged in extensive discussions and negotiations to ensure the 

confidentiality of the mediation that ultimately resulted in the entry of the Mediation Order 

Regarding Confidentiality [AP Docket No. 195] (the “Mediation Confidentiality Order”) that 

was entered by the Judicial Mediator on April 11, 2012. 

28. The confidentiality provided for by FRE 408, the local rules, and the Mediation

Confidentiality Order, were all critical to the global resolution of this matter. Indeed, over at least 

a four-month period from February until the beginning of June 2022, the parties engaged in 

settlement-related (protected by FRE 408) discussions leading up to the mediation, and countless 

discussions during the course of the mediation and after the settlement was announced at the April 

19th hearing while the parties negotiated the details and language of the Omnibus Settlement 

Agreement with the assistance and direction of the Judicial Mediator. 

29.

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30. All such information should remain under seal and not be publicly disclosed. Not

only would it be contrary to the local rules and the Mediation Confidentiality Order to hold 

otherwise, but such a holding would undoubtedly have a chilling-effect on mediation in this 

district. 

C. The Subject Material is Scandalous and/or Defamatory Under Section 107(b)

31. As noted in the Motion to Seal, Section 107(b) of the Bankruptcy Code authorizes

the Court to issue orders to protect entities from potential harm caused by the disclosure of certain 

categories of information. Section 107(b) states, in part: 

On request of a party in interest, the bankruptcy court shall . . . 

(2) Protect a person with respect to scandalous or defamatory matter

contained in a paper filed in a case under this title.

11 U.S.C. § 107(b)(2). 

44. Bankruptcy Rule 9018 also provides in relevant part:

On motion or its own initiative, with or without notice, the court

may make any order which justice requires . . . (2) to protect any

entity against scandalous or defamatory matter contained in any

paper filed in a case under the Code . . . . 

Fed. R. Bank. P. 9018 (emphasis added).8

45. In the case of In re Gordon Props. LLC, 536 B.R. 703 (Bank. E.D.Va. 2015), Judge

Mayer discussed the standard for sealing under Section 107(b) and ultimately granted a motion to 

seal various letters containing scandalous statements about a debtor’s manager. See id.. at 712 (“if 

found to be scandalous, the court is required to protect the parties involved.”) (emphasis added). 

8 The Court also has the inherent power to seal materials submitted to it. See In re Knight Pub. 

Co., 743 F.2d 231, 235 (4th Cir. 1984) (“The trial court has supervisory power over its own 

records and may, in its discretion, seal documents if the public’s right of access is outweighed by 

competing interests.”). 

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More specifically, the Court in that matter evaluated the letters at issue against the “plain meaning 

of scandalous,” and noted that a scandalous statement by itself qualified for sealing – with no need 

for the Court to determine the statement’s veracity. See id (relying upon In re Roman Catholic 

Archbishop of Portland in Oregon, 661 F.3d 417 (9th Cir. 2011) (noting that the ordinary dictionary 

meaning of “scandalous” included “bringing discredit on one’s class or position,” “grossly 

disgraceful,” “offensive to a sense of decency or shocking to the moral feelings of the community; 

shameful”); see also Ballentine’s Law Dictionary (defining “scandalous matter” to be 

“[i]mpertinent allegations which are damaging to the reputation of the person aspersed.”); see also 

Robbins v. Tripp, 510 B.R. 61, 69 (E.D.Va. 2014) (keeping a report sealed because it contained 

information that could harm counsel’s professional reputation, and noting that the Ninth Circuit 

“found that the definition of scandalous included bringing discredit to one’s profession,” and 

further noting In re Neal, 461 F.3d 1048 (8th Cir. 2006) for “employing a test to determine if a 

matter is scandalous by asking ‘whether a reasonable person could alter their opinion of 

Defendants based on the statements therein, taking those statements in the context in which they 

appear.’”). 

46. The proposed redacted allegations and statements throughout the Subject Material

fall within the exception provided for in Section 107(b) of the Bankruptcy Code, as such falls 

within the plain meaning of “scandalous”. 

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48. To unseal or un-redact the Subject Material at this point would serve no useful

purpose 

 The Omnibus Settlement Agreement has already been approved, 

with actual creditors already having had the opportunity to, at a minimum, read the unredacted 

9019 Motion that 

 The press has already been following this case and has published 

various articles regarding the settlement. 

.

10 

49.

WHEREFORE, Defendants respectfully request that the Court grant the Motion to Seal, 

providing for the redactions of various settlement-related pleadings and transcripts in the form of 

the Attachments to this Supplement or as otherwise referenced herein, and granting such other and 

further relief as the Court deems just and proper. 

10 Defendants reserve the right to file and/or present additional evidence to the Court for the 

hearing on the Motion to Seal, including submission of declarations as necessary.

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Dated: July 11, 2022 /s/ David G. Barger

David G. Barger (VSB No. 21652) 

Thomas J. McKee, Jr. (VSB No. 68427) 

Greenberg Traurig, LLP 

1750 Tysons Boulevard, Suite 1000 

McLean, Virginia 22102 

Telephone: (703) 749-1300 

Facsimile: (703) 749-1301 

Email: bargerd@gtlaw.com 

 mckeet@gtlaw.com 

J. Gregory Milmoe (admitted pro hac vice)

Greenberg Traurig, LLP

One International Place, Suite 2000

Boston, MA 02110

Telephone: (617) 310-6064

Email: milmoeg@gtlaw.com

Counsel to ULX Partners, LLC, UnitedLex 

Corporation, and ULX Manager, LLC 

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CERTIFICATE OF SERVICE 

I hereby certify that on this 11th day of July, 2022, a true and accurate copy of the 

foregoing document was filed under seal in light of the Court’s ongoing consideration of the 

Motion to Seal, but was served in unredacted form via email upon the following: 

Paula Beran, Esq. 

Tavenner & Beran 

pberan@tb-lawfirm.com 

Counsel to the Chapter 7 Trustee 

Erika Morabito, Esq. 

Brittany Nelson, Esq. 

Quinn Emanuel 

erikamorabito@quinnemanuel.com 

brittanynelson@quinnemanuel.com 

Special Litigation Counsel to the Chapter 7 Trustee 

Kathryn Montgomery, Esq. 

Shannon Pecoraro, Esq. 

Office of the United States Trustee 

Kathryn.montgomery@usdoj.gov 

Shannon.pecoraro@usdoj.gov 

_/s/ David G. Barger_____.____________ 

David G. Barger (VSB No. 21652) 

Greenberg Traurig, LLP 

1750 Tysons Boulevard, Suite 1000 

McLean, Virginia 22102 

Telephone: (703) 749-1300 

Facsimile: (703) 749-1301 

Email: bargerd@gtlaw.com 

Counsel to ULX Partners, LLC, UnitedLex 

Corporation, and ULX Manager, LLC

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Exhibit 1 

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