UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

FORT LAUDERDALE DIVISION 

www.flsb.uscourts.gov

In re: Chapter 11 Cases 

LIBERTY POWER HOLDINGS, LLC, Case No. 21-13797-SMG 

LPT, LLC, Case No. 21-15537-SMG 

LIBERTY POWER MARYLAND, LLC, Case No. 21-15539-SMG 

LIBERTY POWER DISTRICT OF COLUMBIA, LLC, Case No. 21-15540-SMG 

Debtors. (Jointly administered 21-13797-SMG) 

/ 

SUBSIDIARY DEBTORS’ APPLICATION FOR AUTHORITY TO EMPLOY AND 

RETAIN, ON A FINAL BASIS, PAUL J. BATTISTA AND THE LAW FIRM OF 

GENOVESE JOBLOVE & BATTISTA, P.A. AS GENERAL BANKRUPTCY COUNSEL

FOR SUBSIDIARY DEBTORS EFFECTIVE AS OF JUNE 4, 2021 

LPT, LLC, Liberty Power Maryland, LLC, and Liberty Power District of Columbia, LLC 

(collectively, the “Subsidiary Debtors”), pursuant to 11 U.S.C. §327(a), Fed. R. Bankr. P. 2014 and 

2016, and Local Rules 2014-1(A) and 2016-1(A), hereby file this Application for Authority to 

Employ and Retain Paul J. Battista and the Law Firm of Genovese Joblove & Battista, P.A. As 

General Bankruptcy Counsel For Subsidiary Debtors Effective as of June 4, 2021 (the 

“Application”) seeking approval, on a final basis, of the employment of Paul J. Battista (“Battista”) 

and the law firm of Genovese, Joblove & Battista (“GJB”), to represent the Subsidiary Debtors as 

their general bankruptcy counsel in these Chapter 11 cases. In support of this Application, the 

Subsidiary Debtors rely upon the Declaration of Paul J. Battista, on behalf of GJB, as Proposed 

Counsel for the Subsidiary Debtors attached hereto as Exhibit “A” (the “Battista Declaration”) and 

the Declaration of Bob Butler in Support of the Chapter 11 Petition and First Day Motions [ECF 

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No. 10] (the “First Day Declaration”)1 filed with the Court. In further support of this Application, 

the Subsidiary Debtors respectfully represent as follows: 

I. JURISDICTION 

1. This Court has jurisdiction over these cases pursuant to 28 U.S.C. 157 and 1334. This 

is a core proceeding pursuant to 28 U.S.C. §157(b)(2)(A). Venue is proper in this District pursuant 

to 28 U.S.C. §1408. 

2. The statutory predicate for the relief requested herein are 11 U.S.C. §327(a), Fed. R. 

Bankr. P. 2014 and 2016, and Local Rules 2014-1(A) and 2016-1(A). 

II. BACKGROUND AND BUSINESS OPERATIONS 

3. On June 4, 2021 (the “Petition Date”) 2, the Subsidiary Debtors each filed a voluntary 

petition in this Court for relief under Chapter 11 of Title 11 of the United States Code (the 

“Bankruptcy Code”). 

4. As of the date hereof, no creditors’ committee has been appointed in these cases. In 

addition, no trustee or examiner has been appointed. 

5. The Subsidiary Debtors are operating their business and managing their affairs as a 

debtors-in-possession pursuant to 11 U.S.C. §§1107(a) and 1108.

6. For a detailed description of the Subsidiary Debtors, their operations and assets and 

liabilities, the Debtors respectfully refer the Court and parties-in-interest to the First Day 

Declaration. 

III. RELIEF REQUESTED

7. By this Application, the Subsidiary Debtors seek to employ and retain Paul J. 

 

1 Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the First Day 

Declaration. 

2 The LPH Debtor filed its voluntary petition on April 20, 2021. On May 17, 2021, the Court approved, on a final 

basis, the LPH Debtor’s Application to Employ GJB as its general bankruptcy counsel [ECF No. 95]. 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 2 of 23
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Battista, Esq. and the law firm of GJB as their general restructuring and bankruptcy counsel with 

regard to the filing of their Chapter 11 petitions and the prosecution of their Chapter 11 cases. A 

copy of GJB’s Engagement Letter is attached hereto as Exhibit “B.” Accordingly, the Subsidiary 

Debtors respectfully request the entry of a final order, pursuant to Section 327(a) of the Bankruptcy 

Code authorizing them to employ and retain Paul J. Battista, Esq. and the law firm of GJB as their 

general bankruptcy counsel under a general retainer to perform the legal services that will be 

necessary during these Chapter 11 cases as more fully described below. 

8. Liberty Power Holdings, LLC (the “LPH Debtor”) and the Subsidiary Debtors sought 

the services of GJB three (3) days prior to the LPH Debtor’s Petition Date of April 20, 2021 

principally with respect to advice regarding restructuring matters in general, and the preparation for 

and potential commencement and prosecution of Chapter 11 case for LPH Debtor. The Subsidiary 

Debtors believe that the continued representation by GJB is critical to the Subsidiary Debtors’ 

efforts to effectuate an orderly liquidation of their business because GJB has extensive experience 

and expertise in complex commercial reorganization cases and has already become familiar with 

many aspects of the Subsidiary Debtors’ business, legal and financial affairs. Accordingly, GJB is 

well-suited to guide the Subsidiary Debtors through the Chapter 11 process. 

A. Services to be Provided

9. The services of GJB are necessary to enable the Subsidiary Debtors to execute 

faithfully their duties as debtors-in-possession. Subject to order of this Court, the law firm of GJB 

will be required to render, among others, the following services to the Subsidiary Debtors: 

(a) advise the Subsidiary Debtors with respect to their powers and duties as 

debtors and debtors-in-possession in the continued management and 

operation of their business and properties; 

(b) attend meetings and negotiate with representatives of creditors and other 

parties-in-interest and advise and consult on the conduct of the cases, 

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including all of the legal and administrative requirements of operating in 

Chapter 11; 

(c) advise the Subsidiary Debtors in connection with any contemplated sales of 

assets or business combinations, including the negotiation of sales 

promotion, liquidation, stock purchase, merger or joint venture agreements, 

formulate and implement bidding procedures, evaluate competing offers, 

draft appropriate corporate documents with respect to the proposed sales, and 

counsel the Subsidiary Debtors in connection with the closing of such sales; 

(d) advise the Subsidiary Debtors in connection with post-petition financing and 

cash collateral arrangements, provide advice and counsel with respect to prepetition financing arrangements, and provide advice to the Subsidiary 

Debtors in connection with the emergence financing and capital structure, 

and negotiate and draft documents relating thereto; 

(e) advise the Subsidiary Debtors on matters relating to the evaluation of the 

assumption, rejection or assignment of unexpired leases and executory 

contracts; 

(f) provide advice to the Subsidiary Debtors with respect to legal issues arising 

in or relating to the Subsidiary Debtors’ ordinary course of business 

including attendance at senior management meetings; 

(g) take all necessary action to protect and preserve the Subsidiary Debtors’ 

estates, including the prosecution of actions on their behalf, the defense of 

any actions commenced against the estates, negotiations concerning all 

litigation in which the Subsidiary Debtors may be involved and objections to 

claims filed against the estates; 

(h) prepare on behalf of the Subsidiary Debtors all motions, applications, 

answers, orders, reports and papers necessary to the administration of the 

estates; 

(i) negotiate and prepare on the Subsidiary Debtors’ behalf a plan of 

reorganization, disclosure statement and all related agreements and/or 

documents, and take any necessary action on behalf of the Subsidiary 

Debtors to obtain confirmation of such plan; 

(j) attend meetings with third parties and participate in negotiations with respect 

to the above matters; 

(k) appear before this Court, any appellate courts, and the U.S. Trustee, and 

protect the interests of the Subsidiary Debtors’ estates before such courts and 

the U.S. Trustee; and 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 4 of 23
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(l) perform all other necessary legal services and provide all other necessary 

legal advice to the Subsidiary Debtors in connection with these Chapter 11 

cases. 

10. The firm of GJB is willing to act on behalf of the Subsidiary Debtors as set forth 

above. 

B. Terms of Retention

5. As is set forth more fully in the Battista Declaration, GJB did not require a retainer 

for this engagement. 

11. GJB intends to file a single fee application with respect to the above-captioned 

Debtors’ jointly administered cases. There will be no billing duplication among the cases. 

12. GJB intends to apply to the Court for allowance of compensation for professional 

services rendered and reimbursement of charges and disbursements incurred in these Chapter 11 

cases in accordance with applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the 

Local Bankruptcy Rules and the orders of this Court. GJB will seek compensation for the services 

of each attorney and paraprofessional acting on behalf of the Subsidiary Debtors in these cases at the 

then-current rate charged for such services. 

13. Consistent with the firm’s policy with respect to its other clients, GJB will continue 

to charge the Subsidiary Debtors for all other services provided and for other charges and 

disbursements incurred in the rendition of services. These charges and disbursements include, 

among other things, costs for photocopying, travel, computerized research, messengers, couriers, 

postage, witness fees and other fees related to trials and hearings. 

14. GJB has agreed to accept as compensation such sums as may be allowed by the Court 

on the basis, among others, of the professional time spent, the rates charged for such services, the 

necessity of such services to the administration of the estates, the reasonableness of the time within 

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which the services were performed in relation to the results achieved, and the complexity, 

importance and nature of the problems, issues or tasks addressed in these cases. 

15. Other than as set forth herein and in the Battista Declaration, no arrangement is 

proposed between the Subsidiary Debtors and GJB for compensation to be paid in these cases, and 

no agreement or understanding exists between GJB and any other entity for the sharing of 

compensation received or to be received for services rendered in or in connection with the cases. 

16. No previous request for the relief sought in this Application has been made to this 

Court or any other Court. 

IV. BASIS FOR RELIEF REQUESTED

17. Continued representation of the Subsidiary Debtors by their restructuring counsel, 

GJB, is critical to the success of the Subsidiary Debtors’ orderly liquidation efforts because GJB is 

and has become familiar with the Subsidiary Debtors’ business, financial and legal affairs. 

18. The Subsidiary Debtors has selected the firm of GJB as their attorneys because of 

GJB’s experience with and knowledge of the Subsidiary Debtors and their business, as well as its 

extensive experience, knowledge and expertise in the field of debtor and creditors’ rights and 

business reorganizations under Chapter 11 of the Bankruptcy Code. 

19. The Subsidiary Debtors desire to employ the firm of GJB under a general retainer 

because of the extensive legal services that will be required in connection with their Chapter 11 

cases and the firm’s familiarity with the business of the Subsidiary Debtors. 

V. DISINTERESTEDNESS OF PROFESSIONALS

20. Except as set forth in the Battista Declaration, to the best of the Subsidiary Debtors’ 

knowledge, the shareholders, counsel and associates of GJB: (a) do not have any connection with the 

Subsidiary Debtors, their affiliates, their creditors, the U.S. Trustee, any person employed in the 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 6 of 23
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office of the U.S. Trustee, or any other party in interest, or their respective attorneys and 

accountants; (b) are “disinterested persons,” as that term is defined in Section 101(14) of the 

Bankruptcy Code; and (c) do not hold or represent any interest adverse to the Subsidiary Debtors’ 

estates. 

21. More specifically, as set forth in the Battista Declaration: 

(a) Neither GJB nor any attorney at the firm holds or represents an interest 

adverse to the Subsidiary Debtors’ estates. 

(b) Neither GJB nor any attorney at GJB is or was a creditor, an equity holder, or 

an insider of the Subsidiary Debtors, except that GJB previously rendered 

legal services to the Subsidiary Debtors for which it was compensated. 

(c) Neither GJB nor any attorney at GJB is or was, within two years before the 

Petition Date, a director, officer or employee of the Subsidiary Debtors. 

(d) GJB does not have an interest materially adverse to the interests of the 

Subsidiary Debtors’ estates or of any class of creditors or equity security 

holders by reason of any direct or indirect relationship to, connection with, or 

interest in the Subsidiary Debtors, or for any other reason. 

WHEREFORE, the Subsidiary Debtors respectfully request that the Court enter a final 

order, substantially in the form attached hereto as Exhibit “C”: (i) authorizing the Subsidiary 

Debtors’ retention of Paul J. Battista, Esq. and the law firm of GJB upon the terms outlined in this 

Application on an final basis effective June 4, 2021; and (ii) granting such other and further relief as 

is just and proper. 

Dated this 29th day of July, 2021. 

LIBERTY POWER HOLDINGS, LLC. 

 By: /s/ Bob Butler

 Name: Bob Butler 

 Title: Chief Restructuring Officer 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 7 of 23
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EXHIBIT “A” 

(BATTISTA DECLARATION) 

 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 8 of 23
UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

FORT LAUDERDALE DIVISION 

www.flsb.uscourts.gov

In re: Chapter 11 Cases 

LIBERTY POWER HOLDINGS, LLC, Case No. 21-13797-SMG 

LPT, LLC, Case No. 21-15537-SMG 

LIBERTY POWER MARYLAND, LLC, Case No. 21-15539-SMG 

LIBERTY POWER DISTRICT OF COLUMBIA, LLC, Case No. 21-15540-SMG 

Debtors. (Jointly administered 21-13797-SMG) 

/ 

DECLARATION OF PAUL J. BATTISTA, ESQ. IN SUPPORT OF THE SUBSIDIARY 

DEBTORS’ APPLICATION FOR AUTHORITY TO RETAIN, ON A FINAL BASIS,

GENOVESE JOBLOVE & BATTISTA, P.A., AS GENERAL BANKRUPTCY COUNSEL 

FOR SUBSIDIARY DEBTORS EFFECTIVE AS OF JUNE 4, 2021 

PAUL J. BATTISTA makes this Declaration pursuant to 28 U.S.C. § 1746, and states: 

1. I am an attorney and shareholder of the law firm of Genovese Joblove & Battista, 

P.A. (“GJB”). GJB maintains offices for the practice of law at the 100 Southeast Second Street, 

Suite 4400, Miami, Florida 33131, 200 East Broward Boulevard, Suite 1110 Fort Lauderdale, 

Florida 33301 and 100 N. Tampa Street, Suite 2600, Tampa, FL 33602. I am familiar with the 

matters set forth herein and make this Declaration in support of the Subsidiary Debtors’ 

Application for Authority to Retain, on a Final Basis, Genovese Joblove & Battista, P.A. as 

General Bankruptcy Counsel for the Subsidiary Debtors Effective as of June 4, 2021 (the 

“Application”). 

2. In support of the Application, I disclose the following: 

a. Unless otherwise stated, this Affidavit is based upon facts of which I have 

personal knowledge. 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 9 of 23
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b. In preparing this Affidavit, I have reviewed the preliminary list of creditors 

and equity security holders of the Subsidiary Debtors provided to us by the Subsidiary Debtors 

and as otherwise gathered by GJB. GJB maintains a computerized conflicts check system. GJB 

has compared the information obtained thereby with the information contained in its client and 

adverse party conflict check system. As additional information becomes available to GJB 

concerning the identity of other creditors, then GJB will supplement its conflict check and if 

appropriate, I will supplement my Declaration accordingly. 

c. The facts stated in this Declaration as to the relationship between GJB and 

the Subsidiary Debtors, the Subsidiary Debtors’ creditors, the United States Trustee, other persons 

employed by the Office of the United States Trustee, and those persons and entities who are 

defined as disinterested persons in Section 101(14) of the Bankruptcy Code, are based on the 

results of my review of GJB’s conflict check system. Based upon the foregoing, GJB does not 

represent any entity in any matter involving or adverse to the Subsidiary Debtors or which would 

constitute a conflict of interest or impair the disinterestedness of GJB in respect of its 

representation of the Subsidiary Debtors herein. 

3. GJB’s client and adverse party conflicts check system is comprised of records 

regularly maintained in the course of business by GJB, and it is the regular practice of GJB to 

make and maintain these records. The system reflects entries that are noted at the time the 

information becomes known by persons whose regular duties include recording and maintaining 

this information. I am one of the persons who is responsible for the supervision of the department 

of GJB which keeps this system up-to-date, and I regularly use and rely upon the information 

contained in the system in the performance of my duties with GJB and in my practice of law. 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 10 of 23
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4. GJB neither holds nor represents any interest adverse to the Subsidiary Debtors and 

is a “disinterested person” within the scope and meaning of Section 101(14) of the Bankruptcy 

Code. 

5. Other than GJB’s representation of Liberty Power Holdings, LLC1 (the “LPH 

Debtor”, together with the Subsidiary Debtors, the “Debtors”) as general bankruptcy counsel, 

neither I nor GJB has or will represent any other entity in connection with these cases, and neither 

I nor GJB will accept any fee from any other party or parties in these cases, except the, unless 

otherwise authorized by the Court. 

6. GJB did not require a retainer for this engagement. 

7. GJB intends to file a single fee application with respect to the Debtors’ jointly 

administered cases. There will be no billing duplication between the cases. 

8. The professional fees and costs to be incurred by GJB in the course of its 

representation of the Subsidiary Debtors in these cases shall be subject in all respects to the 

application and notice requirement of 11 U.S.C. §§ 330 and 331 and Fed. R. Bank. P. 2014 and 

2016. 

9. There is no agreement of any nature as to the sharing of any compensation to be 

paid to GJB, except between the attorneys of GJB. No promises have been received by GJB, nor 

any member or associate thereof, as to compensation in connection with these cases other than in 

accordance with the provisions of the Bankruptcy Code. 

10. No attorney at GJB holds a direct or indirect equity interest in the Subsidiary 

Debtors, including stock or stock warrants, or has a right to acquire such an interest. No attorney 

at GJB is or has served as an officer, director or employee of the Subsidiary Debtors within two 

 

1 The LPH Debtor filed its voluntary petition on April 20, 2021. On May 17, 2021, the Court approved, on a final 

basis, the LPH Debtor’s Application to Employ GJB as its general bankruptcy counsel [ECF No. 95]. 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 11 of 23
4 

years before the Petition Date. No attorney at GJB is in control of the Subsidiary Debtors or is a 

relative of a director, officer or person in control of the Subsidiary Debtors. No attorney at GJB 

is a general or limited partner of a partnership in which any of the Subsidiary Debtors is also a 

general or limited partner. No attorney at GJB is or has served as an officer, director or employee 

of a financial advisor that has been engaged by the Subsidiary Debtors in connection with the offer, 

sale or issuance of a security of the Subsidiary Debtors, within two years before the Petition Date. 

No attorney at GJB has represented a financial advisor of the Subsidiary Debtors in connection 

with the offer, sale or issuance of a security of the Subsidiary Debtors within three years before 

their Petition Date of June 4, 2021. 

11. No attorney at GJB has any other interest, direct or indirect, that may be affected 

by the proposed representation. 

12. No attorney at GJB has had or presently has any connection with the Subsidiary 

Debtors or the estates on any matters in which GJB is to be engaged, except that I, GJB and our 

attorneys: (i) may have appeared in the past and may appear in the future in other cases in which 

one or more of said parties may be involved; and (ii) may represent or may have represented certain 

of the Subsidiary Debtors’ creditors in matters unrelated to these cases. In addition and for 

purposes of full disclosure, the proposed chief restructuring officer of the Subsidiary Debtors, Bob 

Butler, is employed by Berkeley Research Group, LLC (“BRG”), a global consulting firm with 

approximately 1,200 employees. One of BRG’s employees is Rachel Battista, who is my niece. 

Lastly, two years ago on April 26, 2019, David Hernandez (“Hernandez”), one of the Subsidiary 

Debtors’ principals, had a meeting with 2 partners of GJB for a preliminary and general discussion 

of certain financial issues related to the LPH Debtor and the Subsidiary Debtors. GJB was not 

retained by the Debtors, Hernandez or any other affiliate of the Debtors. I do not believe such 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 12 of 23
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discussion two years ago presents any conflict of interest for GJB or otherwise impairs the 

disinterestedness of GJB in respect of its representation of the Subsidiary Debtors herein. 

13. This concludes my declaration. 

28 U.S.C § 1746 Declaration 

I declare under penalty of perjury that the foregoing is true and correct. Executed on July 

29, 2021. 

 

 /s/ Paul J. Battista 

PAUL J. BATTISTA, ESQ. 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 13 of 23
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EXHIBIT “B” 

(ENGAGEMENT LETTER) 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 14 of 23
 Paul J. Battista, Esq. 

 Telephone: 305-349-2300 

 Email:pbattista@gjb-law.com

 

June 4, 2021 

VIA EMAIL bbutler@thinkbrg.com 

Liberty Power District of Columbia, LLC 

LPT, LLC 

Liberty Power Maryland LLC Holdings, LLC 

Attn: Bob Butler 

Chief Restructuring Officer 

Berkley Research Group 

3350 Riverwood Parkway 

Suite 1900 

Atlanta, GA 30339 

Re: Engagement of Genovese, Joblove & Battista, P.A. (the “Firm”) 

Dear Bob: 

We are pleased that Liberty Power District of Columbia, LLC, LPT, LLC and Liberty 

Power Maryland LLC (collectively, the “Companies”) have engaged our firm to represent them as 

their general bankruptcy counsel in connection with filing and prosecuting chapter 11 bankruptcy 

proceedings for each of them in the United States Bankruptcy Court for the Southern District of 

Florida (the “Bankruptcy Court”). Consistent with the rules of professional responsibility that 

govern all attorneys, it is the Firm's practice to advise clients in writing of the terms and conditions 

under which we undertake a representation. 

 First, to protect both of us and to comply with our professional obligations, this engagement 

is subject to clearance of any conflicts of interest with present or former clients of the Firm. We 

have performed a conflict check regarding those parties that we are aware of who are presently 

involved in this matter and, except as disclosed below, have determined that no conflict exists at 

this time. As additional parties are identified, we will update our conflict check and advise you of 

any issues. In order to help us in the future, if you become aware of additional potential adverse 

parties, then please provide us with the names of any such persons or entities as soon as possible. 

As you know, each of the Companies is a wholly-owned subsidiary of Liberty Power Holdings, 

LLC, who is presently a debtor-in-possession in a pending chapter 11 case in the Bankruptcy Court 

under a case styled In re: Liberty Power Holdings, LLC, Case No. 21-13797-SMG (the “Chapter 

11 Case”). We currently represent Liberty Power Holdings, LLC in the Chapter 11 Case. We do 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 15 of 23
not believe there is a conflict in connection with our concurrent representation of the Companies 

since their interests are wholly aligned. We also believe that we remain “disinterested” as required 

by the United States Bankruptcy Code in regard to the proposed employment by the Companies. 

If anything occurs in the future that changes our views on these issues, then we will alert you 

immediately. 

My law partners, Mariaelena Gayo-Guitian and Heather Harmon, and I will have primary 

responsibility for this engagement, and will use other attorneys and legal assistants in our Firm in 

the best exercise of our professional judgment. My standard hourly rate is $745.00, Ms. GayoGuitian’s standard hourly rate is $550.00 and Ms. Harmon’s standard hourly rate is $525.00. 

Where possible and applicable, we will utilize other attorneys and paraprofessionals with lower 

billing rates. The Firm’s engagement is subject to and based on the provisions set forth herein and 

in our Standard Terms and Conditions, which are annexed to and made a part of this letter 

agreement. From and after the filing of a chapter 11 bankruptcy for the Companies, if and to the 

extent our Standard Terms and Conditions conflict with the provisions of the Bankruptcy Code or 

the Local Rules of the Bankruptcy Court, then the provisions of the Bankruptcy Code and/or Local 

Rules shall govern. 

We want to assure you that we will endeavor to serve you effectively and strive to represent 

your interests efficiently. To advance these goals, the Companies agree to disclose fully and 

accurately all pertinent facts and keep us apprised of all developments in this matter. The 

Companies further agree to cooperate fully with us and to be available to attend such meetings as 

are appropriate. During the course of our representation, we may express opinions regarding issues 

for which we are being engaged or various courses of action and the results that might be 

anticipated. Any such statement made by myself or by any partner, associate, of counsel or 

employee or agent of our Firm is intended to be an expression of opinion only, based on 

information available to us at the time, and should not be construed as a promise or guarantee. 

Needless to say, there can be no assurances that our efforts on your behalf will be successful. 

 No retainer will be required for this engagement. 

 Please review this agreement carefully, and if you have any questions concerning the 

foregoing terms and conditions, please do not hesitate to contact me. If this agreement is 

acceptable, then please acknowledge that you have reviewed it, understand it, and desire to retain 

us based on the terms of this letter and attachment by signing and delivering to us the enclosed 

copy, together with the initial retainer via wire instructions included with this letter. We 

recommend that you keep a copy of this letter and our Standard Terms in your file. 

Thank you for allowing us to be of service. 

Sincerely, 

GENOVESE JOBLOVE & BATTISTA, P.A. 

By: ____/s/_Paul J. Battista_________________________ 

Paul J. Battista 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 16 of 23
Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 17 of 23
STANDARD TERMS AND CONDITIONS OF ENGAGEMENT

1. Costs: It is usually necessary for us to incur, as agent for our clients, expenses for 

items such as filing fees, travel, lodging, meals, toll telephone calls, photocopying, facsimiles 

("fax"), and courier services. Many engagements require substantial amounts of costly ancillary 

services such as outside duplication services and computerized legal research. The client is 

responsible for all costs incurred on the client's behalf. In order to allocate these expenses fairly 

and to keep our hourly rates as low as possible for those matters which do not involve such 

expenditures, these items are separately itemized on our statements as "costs advanced" or 

"disbursements". 

Major out-of-pocket expenses, including outside fees and expenses (such as 

printing costs, filing fees, etc.), will not be advanced by us unless special arrangements are made 

in advance. They will be billed directly or forwarded to our client. 

2. Billing: Costs and expenses will be billed monthly. Payment is due promptly upon 

presentation of the statement, unless we agree otherwise in writing. 

3. Late Payments: We are confident that our clients make every effort to pay us 

promptly. Occasionally, however, a client has difficulty in making timely payment. To avoid 

burdening those clients who pay their statements promptly with higher fees reflecting the added 

costs we incur as a result of clients who are delinquent, we reserve the right to impose an 

interest/service charge of one percent per month for late payments. In no event will the service 

charge be greater than permitted by applicable law. 

4. Non-Payment of Fees and Costs: Failure to pay any statement rendered when due 

will constitute a default. In the event of a default, you agree that in our discretion we may 

immediately cease all legal services on your behalf or discontinue our representation (subject to 

our ethical obligations and any other applicable provision of law). In the unlikely event that we 

are required to institute legal proceedings to collect fees and costs owed by the client, the prevailing 

party will be entitled to reimbursement of its reasonable attorneys' fees and other costs of 

collection. 

5. Termination: The client has the right to terminate our representation by written 

notice at any time. In that case, the client is not relieved of the obligation to pay for all services 

rendered and costs incurred on its behalf prior to receipt of such notice in accordance with the 

terms hereof. We have the same right to terminate our engagement, subject to an obligation to 

give the client reasonable notice to arrange alternative representation. 

6. Applicable Law: The laws of the State of Florida will govern the interpretation of 

this agreement, including all rules or codes of ethics which apply to the provision of services by 

us. Any legal action or proceeding with respect to this engagement agreement may be brought in 

the federal or state courts in and for Dade County, Florida, and by the execution and delivery of 

this engagement agreement you and the Companies hereby consent to the non-exclusive personal 

jurisdiction of such courts, and waive any objection to such venue based on any grounds, including 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 18 of 23
forum non conveniens which they may have to the bringing of any action in such courts based on 

this engagement agreement. 

7. Payment by Others: Sometimes another party to a transaction agrees to pay our 

client's legal fees, or a court may order our client's adversary to pay all or a part of its legal fees 

and costs. However, in such case our client remains primarily liable for payment of all fees and 

costs. Any amounts received from others will be credited to the client's account. 

8. Jury Trial Waiver. The client and the Firm hereby unconditionally waive their 

respective rights to a jury trial of any claims or causes of action based upon or arising out of or in 

connection with, directly or indirectly, this agreement or the engagement of the firm contemplated 

herein, and any dealings between client(s) and Firm relating to the subject matter of this agreement 

or the Firm’s fees. This waiver shall encompass any and all disputes that may be filed in any Court 

(including, without limitation, contract claims, tort claims, malpractice claims, breach of duty 

claims, and all other common law and statutory legal and equitable claims). This waiver is 

irrevocable, meaning that it may not be modified either orally or in writing. This waiver shall 

apply to any subsequent amendments, renewals, supplements or modifications to this agreement, 

as well as to all other matters for which the client(s) engages the Firm. This waiver is knowingly, 

willingly and voluntarily made by the parties. 

 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 19 of 23
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EXHIBIT “C” 

(PROPOSED ORDER) 

Case 21-13797-SMG Doc 290 Filed 07/29/21 Page 20 of 23
UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

FORT LAUDERDALE DIVISION 

www.flsb.uscourts.gov

In re: Chapter 11 Cases 

LIBERTY POWER HOLDINGS, LLC, Case No. 21-13797-SMG 

LPT, LLC, Case No. 21-15537-SMG 

LIBERTY POWER MARYLAND, LLC, Case No. 21-15539-SMG 

LIBERTY POWER DISTRICT OF COLUMBIA, LLC, Case No. 21-15540-SMG 

Debtors. (Jointly administered 21-13797-SMG) 

/ 

[PROPOSED] FINAL ORDER PURSUANT TO 11 U.S.C. § 327(a) AUTHORIZING THE 

EMPLOYMENT OF PAUL J. BATTISTA AND THE LAW FIRM OF GENOVESE 

JOBLOVE & BATTISTA, P.A., AS GENERAL BANKRUPTCY COUNSEL FOR THE

SUBSIDIARY DEBTORS EFFECTIVE AS OF JUNE 4, 2021 

THIS CASE came before the Court on _________ at _______ (the “Final Hearing”) upon 

the application (the “Application”) of LPT, LLC, Liberty Power Maryland, LLC, and Liberty 

Power District of Columbia, LLC (collectively, the “Subsidiary Debtors”) for entry of a final 

order, pursuant to 11 U.S.C. §§ 327(a) and 330 and Bankruptcy Rules 2014(a), 2016 and 6003, 

authorizing the Subsidiary Debtors to employ and retain Paul J. Battista, Esq. (“Battista”) and the 

law firm of Genovese Joblove & Battista, P.A. (“GJB”) under a general retainer as its restructuring 

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and general bankruptcy attorneys in these Chapter 11 cases effective as of June 4, 2021 [ECF No. 

____]. The Court, finding that good, adequate and sufficient cause has been shown to justify the 

entry of this final order; finding that the relief requested is in the best interests of the Subsidiary 

Debtors’ estates, their creditors and other parties in interest; and the Court having jurisdiction to 

consider the Application and the relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334; 

finding the Application and the relief requested therein being a core proceeding pursuant to 28 

U.S.C. § 157(b); finding venue being properly before this Court pursuant to 28 U.S.C. §§ 1408 

and 1409; having reviewed the Application and the Declaration of Paul J. Battista, a shareholder 

of GJB, attached to the Application (the “Battista Declaration”); finding that no objections were 

interposed to this Final Order; and the Court being satisfied based on the representations made in 

the Application and the Battista Declaration that (a) Battista and GJB do not hold or represent an 

interest adverse to the Subsidiary Debtors’, and (b) GJB is a “disinterested person” as defined in 

section 101(14) of the Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code; 

and due and proper notice of the Application having been provided, and it appearing that no other 

or further notice need be provided; and after due deliberation and sufficient cause appearing 

therefor, it is 

ORDERED as follows: 

1. The Application is GRANTED on a final basis effective as of June 4, 2021. 

2. None of the disclosures or representations set out in the Battista Declaration 

constitutes a conflict of interest or impairs the disinterestedness of GJB or otherwise precludes the 

Subsidiary Debtors’ retention of Battista and GJB in these Chapter 11 cases. 

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3. The Subsidiary Debtors are authorized to employ and retain GJB as general counsel 

in these Chapter 11 cases in accordance with the terms and conditions set forth in the Application 

and this Final Order. 

4. Battista and GJB are authorized to render professional services to the Subsidiary 

Debtors as described in the Application. 

5. GJB shall apply for compensation for professional services rendered and 

reimbursement of expenses incurred in connection with the Subsidiary Debtors’ Chapter 11 cases 

in compliance with the applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the 

Local Rules, any guidelines established by the Office of the United States Trustee for the Southern 

District of Florida and any other applicable procedures and orders of the Court. 

6. The Subsidiary Debtors are authorized to take all actions necessary to effectuate 

the relief granted pursuant to this order in accordance with the Application. 

7. This Court shall retain jurisdiction to hear and determine all matters arising from 

or related to the implementation of this Final Order 

# # # 

SUBMITTED BY:

Paul J. Battista, Esq 

Genovese Joblove & Battista, P.A. 

Counsel to Debtors-in-Possession

100 S.E. Second Street, 44th Floor 

Miami, FL 33131 

Telephone: (305) 349-2300 

Facsimile: (305) 349- 2310 

pbattista@gjb-law.com

Copies Furnished to: 

Paul J. Battista, Esq. 

[Attorney Battista is directed to serve a conformed copy of this Order on all parties in interest] 

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