UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

In re:

THE FINANCIAL OVERSIGHT AND

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors .1

In re:

THE FINANCIAL OVERSIGHT AND

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

PUERTO RICO ELECTRIC POWER AUTHORITY

("PREPA"),

Debtor.

PROMESA

Title III

No. 17 BK 3283-LTS

(Jointly Administered)

PROMESA

Title III

No. 17 BK 4780-LTS

STIPULATION AND AGREED ORDER RESOLVING

PROOF OF CLAIM OF IZQUIERDO SAN MIGUEL LAW OFFICES (CLAIM NO. 167861)

PURSUANT TO ALTERNATIVE DISPUTE RESOLUTION PROCEDURES

The Puerto Rico Electric Power Authority ("PREPA,"or the "Debtor"), by and through

the Financial Oversight and Management Board for Puerto Rico (the "Oversight Board"),as the

The Debtors in these Title III Cases, along with each Debtor's respective Title III case number and the

last four (4) digits of each Debtor's federal tax identification number, as applicable, are the (i)

Commonwealth of Puerto Rico ("Commonwealth") (Bankruptcy Case No. 17-BK-3283- LTS) (Last Four

Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax Financing Corporation ("COFINA")

(Bankruptcy Case No. 17-BK-3284-LTS) (Last Four Digits of Federal Tax ID: 8474); (iii) Puerto Rico

Highways and Transportation Authority ("HTA") (Bankruptcy Case No. 17-BK-3567-LTS) (Last Four

Digits of Federal Tax ID: 3808); (iv) Employees Retirement System of the Government of the

Commonwealth of Puerto Rico ("ERS") (Bankruptcy Case No. 17-BK-3566-LTS) (Last Four Digits of

Federal Tax ID: 9686); (v) Puerto Rico Electric Power Authority ("PREPA") (Bankruptcy Case No. 17-

BK-4780-LTS) (Last Four Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings

Authority ("PBA") (Bankruptcy Case No. 19-BK-5523-LTS) (Last Four Digits of Federal Tax ID: 3801)

(Title III case numbers are listed as Bankruptcy Case numbers due to software limitations).

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sole Title III representative of PREPA pursuant to section 315(b) of the Puerto Rico Oversight,

Management, and Economic Stability Act ("PROMESA"),2 on the one hand, and Izquierdo San

Miguel Law Offices (the "Claimant,"and together with PREPA, the "Parties"),on the other hand,

hereby enter into this stipulation (the "Stipulation")as follows:

RECITALS

A. On May 3, 2017, the Oversight Board issued a restructuring certification pursuant

to sections 104(j) and 206 of PROMESA and filed a voluntary petition for relief for the

Commonwealth of Puerto Rico (the "Commonwealth")pursuant to PROMESA section 304(a),

commencing a case under Title III thereof (the "Commonwealth Title III Case"). On July 3, 2017

(the "Petition Date"), the Oversight Board issued a restructuring certification pursuant to

PROMESA sections 104(j) and 206 and filed a voluntary petition for relief for PREPA pursuant

to PROMESA section 304(a), commencing a case under Title III thereof (the "PREPA Title III

Case,"and together with the Commonwealth Title III Case, the "Title III Cases"). On October 6,

2017, the Court entered an order granting the joint administration of the Title III Cases for

procedural purposes only. Case No. 17 BK 4780, ECF No. 340.

B. By operation of PROMESA and pursuant to PROMESA section 315(b), the

Oversight Board is the representative of PREPA as debtor in its Title III Case.

C. The Court has subject matter jurisdiction over this matter pursuant to PROMESA

section 306(a), and venue is proper in this District pursuant to PROMESA section 307(a).

D. On February 15, 2018, the Court entered an Order (A) Establishing Deadlines and

Procedures for Filing Proofs of Claim and (B) Approving Form and Manner of Notice Thereof

(the "BarDate Order")[Case No. 17-3283, ECF No. 2521], pursuant to which, among other things,

2 PROMESA is codified at 48 U.S.C. §§ 2101-2241.

2

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the Court directed that creditors file proofs of claim in the Title III Cases by the dates set forth in

the Bar Date Order.

E. On October 29, 2018, Izquierdo San Miguel Law Offices filed Proof of Claim No.

167861, asserting pre-petition liabilities in the amount of $3,750.00 for treatment under a plan of

reorganization, (the "Settled Claim").

F. On April 1, 2020, this Court entered the Order (A) Authorizing Alternative Dispute

Resolution Procedures, (B) Approving Additional Form ofNotice, and (C) Granting Related Relief

[ECF No. 12576] (the "ADR Order"). The ADR Order authorized the Commonwealth, PREPA,

the Puerto Rico Highways and Transportation Authority ("HTA"), the Employees Retirement

System of the Government of the Commonwealth of Puerto Rico ("ERS"), and the Puerto Rico

Public Buildings Authority ("PBA," and together with the Commonwealth, PREPA, HTA, and

ERS, the "Debtors")to resolve general unsecured claims using the procedures approved by the

court in the ADR Order [ECF No. 12576-1] ("ADRProcedures").

G. On November 20, 2020, pursuant to the ADR Order, the Debtors transferred the

Claim into the ADR Procedures through the Seventh Notice of Transfer of Claims to Alternative

Dispute Resolution [ECF No. 15217].

H. Pursuant to section 2 of the ADR Order, the Parties have engaged in an Offer

Exchange (as defined in the ADR Procedures) to settle the validity and amount of the Settled

Claim, and have deteimined that the Settled Claim should be allowed in the amount and the terms

described below.

NOW, THEREFORE, in consideration of the foregoing, the parties hereby agree as

follows:

3

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AGREEMENT

1. This Stipulation shall not become effective unless and until it is approved by order

of the Court (the "Effective Date").

2. Upon the Effective Date, the Settled Claim shall be deemed and allowed in the

amount of $3,000.00.

3. Other than with respect to the Settled Claim, the Claimant hereby irrevocably

waives any and all claims (as defined in section 101(5) of the Bankruptcy Code) related to the

Settled Claim, against any of the Debtors, their affiliates, and estates, and is hereby barred from

asserting any and all such claims whatsoever, whether known or unknown, presently existing,

whether or not asserted, and whether found in fact or law or in equity, existing at any time.

4. The claim shall be deemed to be a general unsecured claim and will be treated as

such under any plan of adjustment for PREPA.

5. The Title III Debtors' claims and noticing agent, Prime Clerk, LLC, and the Clerk

of the Court are authorized and directed to update the Debtor's claims register maintained in the

Debtor's Title III Case to reflect the allowance of the Settled Claim.

6. The parties hereto each represent and warrant that they are duly authorized to enter

into and be bound by this Stipulation, that they know of no contractual commitment or legal

limitation of, impediment to, or prohibition against their entry into this Stipulation, and that this

Stipulation is legal, valid, and binding upon them.

7. Nothing in this Stipulation nor any statement made, action, or position taken, or

document prepared or executed in connection with the negotiation, execution, or implementation

of this Stipulation shall (a) be deemed to be, or construed as, (i) an admission by any party of any

liability, wrongdoing, act, or matter or that any claim or defense has or lacks merit, (ii) a waiver

4

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of the Debtor's rights to setoff or recoup any claim, (iii) a waiver of Claimant's of the Debtor's

rights to determine and/or contest the applicability of a discharge to the Settled Claim pursuant to

1 1 U.S.C. § 944, as made applicable to these proceedings by virtue of PROMESA section 301(a),

or (iv) an approval or assumption of any agreement or contract between the parties under

Bankruptcy Code section 365; or (b) impair any right, power, or obligation or be considered a

waiver of any such right, power or obligation the parties hereto have with respect to any valid and

existing agreements between the parties hereto, which agreements remain in full force and effect

and are not modified hereby.

8. This Stipulation contains the entire agreement by and between the parties hereto

with respect to the subject matter hereof, and all prior understandings or agreements, if any, are

merged into this Stipulation.

9. This Stipulation shall be construed and interpreted in accordance with the laws of

Puerto Rico. For purposes of construing this Stipulation, neither of the Parties shall be deemed to

have been the drafter of the Stipulation.

10. This Stipulation may not be modified other than by a signed writing executed by

the Parties hereto.

1 1. This Court shall retain jurisdiction to hear and determine all matters or disputes

arising from or related to this Stipulation or the Settled Claim.

12. This Stipulation may be executed in multiple counterparts, any of which may be

transmitted by facsimile or electronic mail, and each of which will be deemed an original, but all

of which together will constitute one instrument.

SO ORDERED.

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Dated:

Dated: tr o

Dated: May 4, 2021

Honorable Judge Laura Taylor Swain

United States District Judge

Izquierd' u Law Offices

6

IslHermann D. Bauer

Hermann D. Bauer

USDC No. 215205

Gabriel A. Miranda

USDC No. 306704

O'NEILL & BORGES LLC

250 Muiloz Rivera Ave., Suite 800

San Juan, PR 00918-1813

Tel: (787) 764-8181

Fax: (787) 753-8944

/s/Martin J.Bienenstock

Martin J. Bienenstock (pro hac vice)

Paul V. Possinger (pro hac vice)

Ehud Barak (pro hac vice)

PROSKAUER ROSE LLP

Eleven Times Square

New York, NY 10036

Tel: (212) 969-3000

Fax: (212) 969-2900

Attorneys for the Financial

Oversight and Management Board

for Puerto Rico, as representative for

the Puerto Rico Electric Power

Authority

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