10179933-3 

UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

FORT LAUDERDALE DIVISION 

www.flsb.uscourts.gov 

In re: 

 

TAMARAC 10200, LLC and Case No. 20-bk-23346-PDR 

UNIPHARMA, LLC, Case No. 20-bk-23348-PDR 

 Debtors1. Chapter 11 Cases 

 (Jointly Administered) 

___________________________________/ 

DEBTORS’ MOTION FOR ENTRY OF ORDER APPROVING 

RETENTION AND EMPLOYMENT OF PROFESSIONALS UTILIZED IN THE 

ORDINARY COURSE OF BUSINESS, EFFECTIVE AS OF THE PETITION DATE 

(Hearing Requested on December 30, 2020 at 10:00 a.m.2) 

Tamarac 10200, LLC (“Tamarac”) and Unipharma, LLC (“Unipharma”, and together 

with Tamarac, collectively, the “Debtors”), by and through undersigned counsel, file this motion 

seeking entry of an order authorizing the Debtors to retain and compensate certain professionals 

utilized in the ordinary course of the Debtors’ businesses, effective as of the Petition Date. In 

support of this Motion, the Debtors rely upon the Declaration of Neil F. Luria in Support of 

Chapter 11 Petitions and First Day Pleadings (the “First Day Declaration”) filed on the Petition 

Date and respectfully represent as follows: 

Jurisdiction 

1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 

1334. 

2. This matter is a core proceeding pursuant to 28 U.S.C. § 157(b). 

3. Venue is proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409. 

1 The last four digits of each Debtor’s federal tax identification number are Tamarac 10200, LLC (2050) and 

Unipharma, LLC (8962). The address of the Debtors is 10200 N.W. 67th Street, Tamarac, FL 33321. The 2 The Debtors respectfully request that the Court set this Motion for hearing on December 30, 2020 at 10:00 a.m. 

when other matters in their chapter 11 cases are being heard.

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4. The statutory predicates for the relief requested herein are sections 105(a), 363 

and 521 of Chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) and Rules 

1007(c) and 2015.3(d) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”). 

Background 

5. On December 7, 2020, (the “Petition Date”), each of the Debtors filed a voluntary 

petition for relief under Chapter 11 of the Bankruptcy Code. 

6. The Debtors are operating their businesses and managing their affairs as debtorsin-possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. 

7. For a detailed description of the Debtors and their operations, the Debtors 

respectfully refer the Court and parties in interest to the First Day Declaration. 

Relief Requested 

8. By this Motion, the Debtors seek entry of the order, substantially in the form 

attached hereto as Exhibit “B” (a) authorizing the Debtors to continue to retain and compensate 

Ordinary Course Professionals (as defined below) on a postpetition basis in accordance with the 

Compensation Procedures (as defined below), without the need for each Ordinary Course 

Professional to file formal applications for retention and compensation pursuant to section 327, 

328, 330 and 331 of the Bankruptcy Code and (b) granting related relief. 

Ordinary Course Professionals 

9. Prior to the Petition Date, the Debtors customarily engaged various professionals 

to represent the Debtors in matters arising in the ordinary course of business (collectively, the 

“Ordinary Course Professionals”). Specifically, the Debtors employed Ordinary Course 

Professionals to render pre-petition services relating to general corporate matters. The Debtors 

will continue to require the services of the Ordinary Course Professionals while operating as 

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debtors-in-possession and restructuring their financial affairs. A list of the Ordinary Course 

Professionals utilized by the Debtors that is the subject of this Motion is attached hereto as 

Exhibit “A.” At present, as reflected in Exhibit “A,” the services of only 1 Ordinary Course 

Professional are necessary; however, authorizing the retention of Ordinary Course Professionals 

will allow the Debtors to retain additional Ordinary Course Professionals if and when their 

services needed during their Chapter 11 bankruptcy cases. 

10. Ordinary Course Professionals are distinct from those professionals who are 

tasked specifically with assisting the Debtors with their Chapter 11 bankruptcy cases (for whom 

the Debtors obtain authority to employ through separate application to this Court). 

11. The uninterrupted service of the Ordinary Course Professionals is critical to the 

Debtors’ ability to continue operations and restructure their financial affairs. The Debtors desire 

to continue to employ and retain Ordinary Course Professionals to render services to their estates 

that are similar to those rendered prior to the commencement of these Chapter 11 cases. 

Although the Debtors anticipate that Ordinary Course Professionals will wish to continue to 

represent the Debtors on an ongoing basis, Ordinary Course Professionals may not be in a 

position to do so if the Debtors cannot pay them on a regular basis. The Debtors’ estates and 

their creditors are best served by avoiding any disruption in the services that are required for the 

day-to-day operations of the Debtors. The Debtors submit that it would be impractical, 

inefficient and costly for the Debtors and their restructuring counsel to prepare and submit 

individual applications and proposed retention orders for each Ordinary Course Professional. 

12. Although some of the Ordinary Course Professionals may hold relatively small 

unsecured claims against the Debtors in connection with services rendered to the Debtors prepetition, the Debtors do not believe that any Ordinary Course Professional has an interest 

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materially adverse to the Debtors, their creditors or other parties in interest. The Ordinary 

Course Professionals will assist with the Debtors’ ongoing professional matters as identified in 

paragraph 8 above and will not be involved with the administration of the Chapter 11 cases. 

Thus, the Debtors believe that the Ordinary Course Professionals do not constitute “professional 

persons” within the meaning of section 327 of the Bankruptcy Code. Nonetheless, out of an 

abundance of caution, the Debtors are moving this Court for an order authorizing the retention of 

the Ordinary Course Professionals. 

13. With respect to the Ordinary Course Professionals, the Debtors request that the 

Court dispense with the requirement of individual employment applications and retention orders, 

and that each Ordinary Course Professional be retained effective as of the Petition Date on terms 

substantially similar to those in effect prior to the Petition Date, but subject to the following 

terms and procedures (the “Compensation Procedures”):3

a. The Debtors shall be authorized to pay, without formal application to the 

Court by any Ordinary Course Professional, 100% of the fees and

disbursements to each of the Ordinary Course Professionals retained by 

the Debtors upon (i) each Ordinary Course Professional’s submission of a 

Declaration of Disinterestedness (as defined below) and (ii) upon the 

Debtors’ submission of an appropriate invoice setting forth in reasonable 

detail the nature of the services rendered after the Petition Date, in 

accordance with the respective professional’s retention agreement; 

provided, however, that each Ordinary Course Professional’s fees, 

excluding costs and disbursements, do not exceed $25,000 per month 

while these Chapter 11 cases are pending. 

b. Any payments to an Ordinary Course Professional in excess of the fee cap 

set forth in clause (a) above shall be subject to prior approval of the Court 

in accordance with sections 330 and 331 of the Bankruptcy Code, the 

Federal Rules of Bankruptcy Procedure, the Local Rules of the 

Bankruptcy Court for the Southern District of Florida (the “Local Rules”), 

the Fee Guidelines promulgated by the Executive Office of the United 

States Trustee, and any applicable orders of the Court. 

3 The Debtors also propose to reserve the right to retain additional Ordinary Course Professionals from time to time 

during these cases, as the need arises, by filing a list or lists of such additional professionals with the Court and 

serving the same on the Notice Parties (defined herein). 

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c. No later than twenty (20) days after the entry of an order granting this 

motion, each Ordinary Course Professional on the list annexed hereto as 

Exhibit “A” shall file with the Court and serve upon (i) the Office of the

United States Trustee, 51 S.W. 1st Avenue, Ste. 1204, Miami, FL 33130

(the “U.S. Trustee”); (ii) attorneys for the Debtors, Berger Singerman 

LLP, 1450 Brickell Avenue, Suite 1900, Miami, Florida 33131 (Attn: Paul 

Steven Singerman, Esq., Email: singerman@bergersingerman.com and 

Christopher Andrew Jarvinen, Esq., Email: 

cjarvinen@bergersingerman.com); and (iii) attorneys for secured creditor, 

NHTV ULM Holdings LLC, Weil, Gotshal & Manges LLP, 767 Fifth 

Avenue, New York, N.Y. 10153 (Attn: Ray C. Shrock, P.C. 

(Ray.Schrock@weil.com and Alexander Welch, Esq. 

(Alexander.Welch@weil.com (together, the “Notice Parties”) a 

declaration of disinterestedness (the “Declaration of Disinterestedness”) 

substantially similar to the form annexed as Exhibit “B”. 

d. The Notice Parties shall have ten (10) days after the service of each 

Ordinary Course Professional’s Declaration of Disinterestedness (the 

“Objection Deadline”) to object to the retention of such Ordinary Course 

Professional. The objecting party shall serve any such objection upon the 

Notice Parties and the respective Ordinary Course Professional on or 

before the Objection Deadline. If any such objection cannot be resolved 

within ten (10) days of its receipt, the matter shall be scheduled for 

hearing before the Court at the next regularly scheduled omnibus hearing 

date or other date otherwise agreeable to the parties thereto. If no 

objection is received from any of the Notice Parties by the Objection 

Deadline with respect to any particular Ordinary Course Professional, the 

Debtors shall be authorized as a final matter to retain and pay such 

Ordinary Course Professional to whom an objection was not filed. 

e. Beginning on April 1, 2021 and on the first day of each quarter thereafter 

in which these Chapter 11 cases are pending, the Debtors shall file with 

the Court and serve on the Notice Parties a statement with respect to each 

Ordinary Course Professional paid during the immediately preceding 

three-month period. Each Ordinary Course Professional’s statement shall 

include the following information: (i) the name of the Ordinary Course 

Professional; (ii) the aggregate amounts paid as compensation for services 

rendered and reimbursement of expenses incurred by that Ordinary Course 

Professional during the reported quarter; and (iii) a general description of 

the services rendered by that Ordinary Course Professional. 

f. The Debtors reserve the right to supplement the list of Ordinary Course 

Professionals as necessary to add or remove Ordinary Course 

Professionals from time to time in their sole discretion, without the need 

for any further hearing and without the need to file individual retention 

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applications for newly added Ordinary Course Professionals. In such 

event, the Debtors propose to file a notice with the Court listing the 

additional Ordinary Course Professionals that the Debtor intend to employ 

(the “Ordinary Course Professional Notice”) and to serve notice on the 

Notice Parties. Additionally, each additional Ordinary Course 

Professional listed in the Ordinary Course Professional Notice shall serve 

a Declaration of Disinterestedness on the Notice Parties. If, within ten 

(10) days of service of the Declaration of Disinterestedness, no objections 

are filed to any such additional Ordinary Course Professional, then 

retention of the Ordinary Course Professionals shall be deemed approved 

by the Court without a hearing or further order. 

14. As set forth above, although certain of the Ordinary Course Professionals may 

hold pre-petition claims against the Debtors, the Debtors do not foresee that such claims will 

hinder the Ordinary Course Professionals from rendering services during the pendency of the 

Debtors’ Chapter 11 cases. Moreover, to the extent that the Debtors seek authority to pay any 

amounts owing to the Ordinary Course Professionals on account of services rendered prior to the 

Petition Date, such relief will be subject of a separate motion. 

Applicable Authority 

15. In determining whether an entity is a “professional” within the meaning of section 

327 of the Bankruptcy Code and, therefore, must be retained by express approval of the court, 

courts generally consider whether such entity is involved in the actual reorganization effort, 

rather than a debtor’s ongoing business operations. See, e.g., Comm. of Asbestos-Related 

Litigants v. Johns-Manville Corp. (In re Johns-Manville Corp.), 60 B.R. 612, 619 (Bankr. 

S.D.N.Y. 1986) (“[t]he phrase ‘professional persons,’ as used in § 327(a), is a term of art 

reserved for those persons who play an intimate role in the reorganization of a debtors’ estate.”); 

In re Drexel Burnham Lambert Grp. Inc., 112 B.R. 584, 587 (Bankr. S.D.N.Y. 1990) (same). In 

making its determination as to whether an entity is a “professional” within the meaning of 

section 327 of the Bankruptcy Code, courts often consider the following factors: 

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a. whether the entity controls, manages, administers, invests, purchases or 

sells assets that are significant to the Debtors’ reorganization; 

b. whether the entity is involved in negotiating the terms of a plan of 

reorganization; 

c. whether the entity is directly related to the type of work carried out by the 

Debtors or to the routine maintenance of the Debtors’ business operations; 

d. whether the entity is given discretion or autonomy to exercise his or her 

own professional judgment in some part of the administration of the 

Debtors’ estates; 

e. the extent of the entity’s involvement in the administration of the Debtors’ 

estates; and 

f. whether the entity’s services involve some degree of special knowledge or 

skill, such that it can be considered a “professional” within the ordinary 

meaning of the term. 

See, e.g., In re ITG Vegas, Inc., No. 06–16350–BKC–PGH, 2007 WL 1087212, *1 (Bankr. S.D. 

Fla. April 3, 2007) (holding that political consultant was not a “professional person”) (citing In 

re First Merchs. Acceptance Corp., No. 97–1500 JJF, 1997 WL 873551, *2 (Bankr. D. Del. Dec. 

15, 1997) (“The six-factor test ... is designed to harmonize ... limit[ing] the definition of 

professionals to those occupations that play a central part in the reorganization, with those cases 

that define a professional as an employee that is given discretion or autonomy in some part of the 

Debtors’ estate.”); In re Johns-Manville Corp., 60 B.R. 612, 619 (Bankr. S.D.N.Y. 1986) (only 

those professionals involved in the actual reorganization effort, rather than the Debtors’ ongoing 

business, require approval under section 327); see also In re That’s Entm’t Mktg. Group, Inc., 

168 B.R. 226, 230 (N.D. Cal. 1994) (only the retention of professionals whose duties are central 

to the administration of the estate require prior court approval under section 327). 

16. The foregoing factors must be considered in totality (i.e., none of the factors alone 

is dispositive). ITG Vegas, Inc., 2007 WL 1087212, *2 (weighing the above factors against one 

another and considering them in totality). Considering all of the factors, the Debtors do not 

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believe that the Ordinary Course Professionals are “professionals” within the meaning of section 

327. Specifically, the Ordinary Course Professionals will not be involved in the administration 

of the Debtors’ Chapter 11 cases but, instead, will provide services in connection with the 

Debtors’ ongoing business operations, which services are ordinarily provided by non-bankruptcy 

professionals. Nevertheless, out of an abundance of caution, the Debtors seek the relief 

requested in this Motion to establish clear mechanisms for retention and payment of Ordinary 

Course Professionals and thereby avoid any subsequent controversy with respect thereto. 

17. In addition, the Court has the authority, pursuant to its equitable powers under 

section 105(a) of the Bankruptcy Code, to authorize the relief requested herein because such 

relief is necessary for the Debtors to carry out their fiduciary duties under section 1107(a) of the 

Bankruptcy Code. 11 U.S.C. § 1107(a). Section 105(a) of the Bankruptcy Code empowers 

bankruptcy courts to “issue any order, process, or judgment that is necessary or appropriate to 

carry out the provisions of this title.” 11 U.S.C. § 105(a). Section 1107(a) of the Bankruptcy 

Code “contains an implied duty of the debtor-in-possession” to “protect and preserve the estate, 

including an operating business’ going-concern value,” on behalf of a debtor’s creditors and 

other parties in interest. In re CEI Roofing, Inc., 315 B.R. 50, 59 (Bankr. N.D. Tex. 2004) 

(quoting In re CoServ, L.L.C., 273 B.R. 487, 497 (Bankr. N.D. Tex. 2002)); see also Unofficial 

Comm. of Equity Holders v. McManigle (In re Penick Pharm., Inc.), 227 B.R. 229, 232–33 

(Bankr. S.D.N.Y. 1998) (“[U]pon filing its petition, the Debtor became debtor in possession and,

through its management . . . was burdened with the duties and responsibilities of a bankruptcy 

trustee.”). 

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18. Furthermore, section 363 of the Bankruptcy Code allows a debtor to use property 

of the estate, including cash collateral, in the ordinary course of business after notice and a 

hearing. Id. § 363(c). 

19. The relief sought herein is not unusual considering the size and complexity of the 

Debtors’ cases. In fact, courts in this district and elsewhere have routinely granted the same or 

similar relief to chapter 11 Debtors in other chapter 11 cases. See e.g., In re Krystal Company, 

No. 20-61065-pwb (Bankr. N.D. Ga. Mar. 3, 2020); In re Adinath Corp., No. 15-16885-LMI 

(Bankr. S.D. Fla. July 2, 2015); In re Maguire Group Holdings, Inc., et al., No. 11-39347 

(Bankr. S.D. Fla. Nov. 10, 2011); In re Fiddler’s Creek, LLC, et al., No. 9:10-bk-03846 (Bankr. 

M.D. Fla. May 5, 2010); In re Dura Auto. Sys., Inc., No. 06-11202 (Bankr. D. Del. Nov. 20, 

2006); In re Calpine Corp., No. 05-60200 (Bankr. S.D.N.Y. Jan. 25, 2006.

20. The Debtors and their estates would be well served by continued retention of the 

Ordinary Course Professionals because of their established relationships with the Debtors and 

understanding of the Debtors and their operations. 

21. In light of the fact that the Ordinary Course Professionals, will receive relatively 

modest fees, the Debtors submit that it would be impractical, inefficient and costly for the 

Debtors and their legal advisors to prepare and submit individual applications and proposed 

retention orders for each Ordinary Course Professional. Therefore, the Debtors submit that it is 

in the best interests of all creditors and parties in interest to avoid any disruption in the 

professional services that are required for day-to-day operation of the Debtors’ businesses by 

retaining any compensating the Ordinary Course Professionals in accordance with the 

Compensation Procedures.

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22. The Debtors submit that approval of the relief requested herein will not prejudice 

any of the parties in the Chapter 11 cases. Pursuant to the Compensation Procedures, each of the 

Ordinary Course Professionals is required to submit a Declaration of Disinterestedness within 20 

days of the entry of an order granting such relief. All parties in interest then have an additional 

10 days to object to the Ordinary Course Professionals’ retention in this case. As such, all 

parties in interest, including the Office of the United States Trustee, retain the right to further 

examine the appropriateness of the retention of each individual Ordinary Course Professional.

WHEREFORE, the Debtors request that the Court set this Motion for hearing on 

December 30, 2020 at 10:00 a.m. and enter an order in the form attached hereto as Exhibit “C”

(i) authorizing the Debtors to retain and compensate the Ordinary Course Professionals pursuant 

to the terms and conditions set forth herein and pursuant to the Compensation Procedures, and 

(ii) granting such other and further relief as the Court deems just and proper. 

Dated: December 15, 2020 Respectfully submitted, 

 BERGER SINGERMAN LLP 

 Counsel for Debtors in Possession 

1450 Brickell Avenue, Suite 1900 

 Miami, FL 33131 

 Telephone: (305) 755-9500 

 Facsimile: (305) 714-4340 

 By: /s/ Paul A. Avron 

 Paul Steven Singerman 

 Florida Bar No. 0378860 

 singerman@bergersingerman.com

 Christopher Andrew Jarvinen 

 Florida Bar No. 21745 

 cjarvinen@bergersingerman.com

 Paul A. Avron 

 Florida Bar No. 50814 

 pavron@bergersingerman.com

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10179933-3 

EXHIBIT “A” 

(LIST OF ORDINARY COURSE PROFESSIONALS) 

Company Contact Person Type/Category 

Paladin Management Group, LLC 

633 W. 5th Street, 28th Floor 

Los Angeles, FL 90071 

Scott Avila 

(213) 320-5500 

Strategic Communications 

Consulting Services 

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10179933-3 

EXHIBIT “B” 

(Declaration of Disinterestedness) 

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10179933-3 

UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

FORT LAUDERDALE DIVISION 

www.flsb.uscourts.gov 

In re: 

 

TAMARAC 10200, LLC and Case No. 20-bk-23346-PDR 

UNIPHARMA, LLC, Case No. 20-bk-23348-PDR 

 Debtors1. Chapter 11 Cases 

 (Jointly Administered) 

___________________________________ / 

DECLARATION OF DISINTERESTEDNESS 

I, __________________, declare under penalty of perjury: 

1. I am a [position] of [Company], located at [Street, City, State, Zip Code] (the 

“Company”). 

2. The above-captioned Debtors and Debtors in possession (the “Debtors”) have 

requested that the Company provide [specific description] services to the Debtors, and the 

Company has consented to provide such services. 

3. The Company may have performed services in the past, may currently perform 

services, and may perform services in the future, in matters unrelated to these chapter 11 cases, 

for persons that are parties-in-interest in the Debtors’ chapter 11 cases. The Company does not 

perform services for any such person in connection with these chapter 11 cases, or have any 

relationship with any such person, their attorneys, or accountants that would be adverse to the 

Debtors or their estates. 

4. As part of its customary practice, the Company is retained in cases, proceedings, 

and transactions involving many different parties, some of whom may represent or be employed 

by the Debtors, claimants, and parties-in-interest in these chapter 11 cases. 

5. Neither I nor [any principal, partners, director, officer, etc.] of, or professional 

employed by, the Company 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 Company. 

6. Neither I nor [any principal, partner, director, officer, etc.] of, or professional 

employed by, the Company, insofar as I have been able to ascertain, holds, or represents any 

1 The last four digits of each Debtor’s federal tax identification number are Tamarac 10200, LLC (2050) 

and Unipharma, LLC (8962). The address of the Debtors is 10200 N.W. 67th Street, Tamarac, FL 33321. 

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2 

10179933-3 

interest adverse to the Debtors or their estates with respect to the matter(s) upon which this 

Company is to be employed. 

7. The Debtors owe the Company [$____________] for pre-petition services, the 

payment of which is subject to limitations contained in United States Bankruptcy Code, 11 

U.S.C. § 101, et seq. 

8. As of the Petition Date, the Company [was/was not] party to the agreement for 

indemnification of the Debtors. [A copy of such agreement is attached as Exhibit 1 to this 

Declaration]. 

9. The Company is conducting further inquiries regarding its retention by any 

creditors of the Debtors, and upon conclusion of that inquiry, or at any time during the period of 

its employment, if the Company should discover any facts bearing on the matters described 

herein, the Company will supplement the information contained in this Declaration. 

 Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true 

and correct. 

Executed on _____________________, 2020 

 __________________________________________ 

 [DECLARANT] 

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EXHIBIT “C” 

(Proposed Form of Order) 

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10180463-1 

UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

FORT LAUDERDALE DIVISION 

www.flsb.uscourts.gov 

In re: 

 

TAMARAC 10200, LLC and Case No. 20-bk-23346-PDR 

UNIPHARMA, LLC, Case No. 20-bk-23346-PDR 

 Debtors1

. Chapter 11 Cases 

 (Jointly Administered) 

___________________________________ / 

ORDER GRANTING DEBTORS’ MOTION FOR ENTRY OF ORDER 

AUTHORIZING THE RETENTION AND EMPLOYMENT OF PROFESSIONALS 

UTILIZED IN THE ORDINARY COURSE OF BUSINESS 

 

THIS MATTER came before the Court in Fort Lauderdale, Florida for a hearing on 

December ___, 2020 at _____ a.m./p.m. (the “Hearing”) upon the Debtors’ Motion Seeking 

Approval to Retain and Employ Professionals Utilized in the Ordinary Course of Business [ECF 

No. ___] (the “Motion”), seeking the entry of an order authorizing the Debtors2 to retain and 

compensate certain professionals utilized in the ordinary course of the Debtors’ business. The 

1 The last four digits of each Debtor’s federal tax identification number are Tamarac 10200, LLC (2050) and 

Unipharma, LLC (8962). The address of the Debtors is 10200 N.W. 67th Street, Tamarac, FL 33321. 2 Capitalized terms not specifically defined herein shall have the same meaning ascribed to them as in the Motion. 

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2 

10180463-1 

Court, having considered the Motion, finds that: (a) the Court has jurisdiction over this matter 

pursuant to 28 U.S.C. §§ 157 and 1334; (b) venue is proper before this Court pursuant to 28 

U.S.C. §§ 1408 and 1409; (c) this matter is core pursuant to 28 U.S.C. § 157(b)(2); (d) the Court 

may enter a final order consistent with Article III of the United States Constitution; (e) notice of 

the Motion and the Hearing thereon was sufficient under the circumstances and no other or 

further notice need be provided; (f) the relief requested in the Motion is in the best interests of 

the Debtors, their estates, their creditors and other parties in interest; and (g) upon a review of the 

record before the Court, including the legal and factual bases set forth in the Motion and the First 

Day Declaration and the statements made by counsel at the Hearing, and being otherwise fully 

advised in the premises, does for the reasons stated on the record of the Hearing, all of which are 

incorporated herein; and after due deliberation and sufficient cause appearing therefor, has 

determined that good and sufficient cause exists to grant the relief requested. Accordingly, it is 

IT IS ORDERED THAT: 

1. The Motion is GRANTED.

2. The Debtors are authorized, but not required, to retain and pay reasonable fees 

and expenses for the services of the Ordinary Course Professionals to assist and advise the 

Debtors in the operation of their business and to represent the Debtors in matters arising in the 

ordinary course of the Debtors’ business. 

3. The following procedures for the retention of the Ordinary Course Professionals 

are hereby approved: 

a. The Debtors shall be authorized to pay, without formal application to the 

Court by any Ordinary Course Professional, 100% of the fees and

disbursements to each of the Ordinary Course Professionals retained by 

the Debtors upon (i) each Ordinary Course Professional’s submission of a 

Declaration of Disinterestedness (as defined below) and (ii) upon the 

Debtors’ submission of an appropriate invoice setting forth in reasonable 

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3 

10180463-1 

detail the nature of the services rendered after the Petition Date, in 

accordance with the respective professional’s retention agreement; 

provided, however, that each Ordinary Course Professional’s fees, 

excluding costs and disbursements, do not exceed $25,000 per month 

while these chapter 11 cases are pending. 

b. Any payments to an Ordinary Course Professional in excess of the fee cap 

set forth in clause (a) above shall be subject to prior approval of the Court 

in accordance with sections 330 and 331 of the Bankruptcy Code, the 

Federal Rules of Bankruptcy Procedure, the Local Rules of the 

Bankruptcy Court for the Southern District of Florida (the “Local Rules”), 

the Fee Guidelines promulgated by the Executive Office of the United 

States Trustee, and any applicable orders of the Court. 

c. No later than twenty (20) days after the entry of an order granting this 

motion, each Ordinary Course Professional on the list annexed hereto as 

Exhibit “A” shall file with the Court and serve upon (i) the Office of the

United States Trustee, 51 S.W. 1st Avenue, Ste. 1204, Miami, FL 33130

(the “U.S. Trustee”); (i) Debtors, Berger Singerman LLP, 1450 Brickell 

Avenue, Suite 1900, Miami, Florida 33131 (Attn: Paul Steven Singerman, 

Esq., Email: singerman@bergersingerman.com and Christopher Andrew 

Jarvinen, Esq., Email: cjarvinen@bergersingerman.com); and (iv) 

attorneys for secured creditor, NHTV ULM Holdings LLC, Weil, Gotshal 

& Manges LLP, 767 Fifth Avenue, New York, NY 10153 (Attn: Ray C. 

Shrock, P.C., Email: Ray.Schrock@weil.com and Alexander Welch, Esq., 

Email: Alexander.Welch@weil.com) (together, the “Notice Parties”) a 

declaration of disinterestedness (the “Declaration of Disinterestedness”) 

substantially similar to the form attached to the Motion as Exhibit “B”. 

d. The Notice Parties shall have ten (10) days after the service of each 

Ordinary Course Professional’s Declaration of Disinterestedness (the 

“Objection Deadline”) to object to the retention of such Ordinary Course 

Professional. The objecting party shall serve any such objection upon the 

Notice Parties and the respective Ordinary Course Professional on or 

before the Objection Deadline. If any such objection cannot be resolved 

within ten (10) days of its receipt, the matter shall be scheduled for 

hearing before the Court at the next regularly scheduled omnibus hearing 

date or other date otherwise agreeable to the parties thereto. If no 

objection is received from any of the Notice Parties by the Objection 

Deadline with respect to any particular Ordinary Course Professional, the 

Debtors shall be authorized as a final matter to retain and pay such 

Ordinary Course Professional to whom an objection was not filed. 

e. Beginning on April 1, 2020 and on the first day of each quarter thereafter 

in which these Chapter 11 cases are pending, the Debtors shall file with 

the Court and serve on the Notice Parties a statement with respect to each 

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Ordinary Course Professional paid during the immediately preceding 

three-month period. Each Ordinary Course Professional’s statement shall 

include the following information: (i) the name of the Ordinary Course 

Professional; (ii) the aggregate amounts paid as compensation for services 

rendered and reimbursement of expenses incurred by that Ordinary Course 

Professional during the reported quarter; and (iii) a general description of 

the services rendered by that Ordinary Course Professional. 

f. The Debtors reserve the right to supplement the list of Ordinary Course 

Professionals as necessary to add or remove Ordinary Course 

Professionals from time to time in its sole discretion, without the need for 

any further hearing and without the need to file individual retention 

applications for newly added Ordinary Course Professionals. In such 

event, the Debtors propose to file a notice with the Court listing the 

additional Ordinary Course Professionals that the Debtor intends to 

employ (the “Ordinary Course Professional Notice”) and to serve notice 

on the Notice Parties. Additionally, each additional Ordinary Course 

Professional listed in the Ordinary Course Professional Notice shall serve 

a Declaration of Disinterestedness on the Notice Parties. If, within ten 

(10) days of service of the Declaration of Disinterestedness, no objections 

are filed to any such additional Ordinary Course Professional, then 

retention of the Ordinary Course Professionals shall be deemed approved 

by the Court without a hearing or further order. 

4. Notwithstanding the relief granted in this Order, any payment made by the 

Debtors pursuant to the authority granted herein shall be subject to and in compliance with any 

interim or final order entered by the Court approving the Debtors’ entry into any post-petition 

debtor in possession financing facility (the “DIP Financing Order”). To the extent that there is 

any inconsistency between the terms of this Order and the DIP Financing Order, the terms of the 

DIP Financing Order shall control. 

5. Notwithstanding the relief granted herein and any actions taken hereunder, 

nothing contained in the Motion or this Order or any payment made pursuant to this Order shall 

constitute, nor is it intended to constitute, an admission as to the validity or priority of any claim 

against the Debtors, a waiver of the rights of the Debtors or any party in interest to subsequently 

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5 

10180463-1 

dispute such claim, or the assumption or adoption of any agreement, contract, or lease under 

section 365 of the Bankruptcy Code. 

6. All time periods set forth in this Order shall be calculated in accordance with 

Bankruptcy Rule 9006(a). 

7. The Debtors are authorized to take all actions necessary to effectuate the relief 

granted pursuant to this Order in accordance with the Motion. 

8. Notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 7062 or 

9014, the terms and conditions of this order shall be immediately effective and enforceable upon 

its entry. 

9. The Court retains jurisdiction with respect to all matters arising from or related to 

the implementation of this Order. 

# # # 

Submitted by: 

Paul A. Avron, Esq. 

pavron@bergersingerman.com

BERGER SINGERMAN LLP 

1450 Brickell Avenue, Ste. 1900 

Miami, FL 33131 

Telephone: (305) 755-9500 

Facsimile: (305) 714-4340 

(Paul A. Avron, Esq. is directed to serve a copy of this order on interested parties and file with 

the Court a certificate of service.) 

Case 20-23346-PDR Doc 78 Filed 12/15/20 Page 20 of 21
10180463-1 

EXHIBIT “A” 

(LIST OF ORDINARY COURSE PROFESSIONALS) 

Company Contact Person Type/Category 

Paladin Management Group, LLC 

633 W. 5th Street, 28th Floor 

Los Angeles, FL 90071 

Scott Avila 

(213) 320-5500

Strategic Communications 

Consulting Services

Case 20-23346-PDR Doc 78 Filed 12/15/20 Page 21 of 21