UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

MIAMI DIVISION

In re: CASE NO.: 21-21562-BKC-CLC

Chapter 7

SPRING FRESH FLOWERS, INC. 

 Debtor. / 

TRUSTEE'S APPLICATION FOR EMPLOYMENT OF RYAN CLANCY, 

ESQUIRE AND AINSWORTH & CLANCY, PLLC AS SPECIAL LITIGATION 

COUNSEL AND FOR APPROVAL OF CONTINGENCY FEE AGREEMENT

Joel L. Tabas, as Chapter 7 Trustee of the bankruptcy estate of Spring Fresh 

Flowers, Inc. (the "Trustee"), hereby files his Application for Employment of Ryan Clancy, 

Esquire and Ainsworth & Clancy, PLLC as Special Litigation Counsel and for Approval of 

Contingency Fee Agreement (the “Application”) pursuant to 11 U.S.C. §§ 105(a), 327(a), 

and 328(a) and Fed. R. Bankr. P. 2014(a) and 2016, and as good cause for same, states 

as follows:

I. Background

1. This case commenced with the filing of voluntary Chapter 7 petition by the 

Debtor, Spring Fresh Flowers, Inc (the “Debtor”), on December 9, 2021 (the “Petition 

Date”). Shortly thereafter, the Trustee was appointed Chapter 7 trustee of the Debtor’s 

bankruptcy estate (the “Estate”). 

2. Prior to the Petition Date, creditor, Paramount Growers, LLC (“Paramount”), 

filed a complaint in the Circuit Court for the 11 Judicial Circuit in and for Miami-Dade 

County against, inter alios, the Debtor for breach of contract, open account and unjust 

enrichment (the “State Court Case”), and ultimately obtained a Final Judgment against 

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 1 of 9
2

the Debtor in the principal amount of $165,161.29, plus pre-judgment interest and postjudgment interest at 6.57% per annum (the “Judgment”).

3. Paramount was represented by Ryan Clancy, Esquire and his firm

Ainsworth & Clancy, PLLC (collectively, “Applicant”) in the State Court Case, and upon 

obtaining the Judgment, Applicant conducted extensive post-judgment discovery and 

identified potential litigation claims related to, among other things, the transfer of the 

Debtor’s assets and/or operations by and to certain third parties (the “Claims”).

II. Proposed Employment Terms

4. Accordingly, given Applicant’s extensive experience in the prosecution of 

these types of claims and its extensive knowledge of the history of the Debtor and the 

Claims that are to be pursued, the Trustee seeks to employ Applicant as Special Litigation 

Counsel to continue pursuit of the Claims for the benefit of the Estate on a contingency 

fee basis, pursuant to the terms and conditions set forth herein:

a. The Estate agrees to pay Applicant a 33 1/3% contingency fee from the 

gross proceeds of a recovery acceptable to the Trustee and this Court, 

subject to subsequent Bankruptcy Court approval pursuant to, inter alia, 

11 U.S.C § 328 and 330 (the “Contingency Fee”)

b. In addition to the Contingency Fee, the Estate will pay Applicant 

reasonable expenses and out of pocket costs it incurs in connection with 

the pursuit of the Claims in the event of a recovery acceptable to the 

Trustee and this Court, subject to subsequent Bankruptcy Court 

approval pursuant to, inter alia, 11 U.S.C § 328 and 330;

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 2 of 9
3

c. In the event there is no recovery acceptable to the Trustee or this Court, 

the Estate shall not be responsible for any fees, costs or expenses;

d. Settlement of the Claims is subject to Trustee’s acceptance and 

Bankruptcy Court approval pursuant to, inter alia, Federal Rule of 

Bankruptcy Procedure 9019;

e. In the event of a recovery acceptable to the Trustee and this Court, 

Applicant shall not deduct its Bankruptcy Court approved fees or costs 

from said recovery. Rather, the gross proceeds shall be turned over to 

the Trustee, and thereafter, the Trustee shall distribute, inter alia, the 

Bankruptcy Court approved fees and costs to Applicant;

f. Applicant may not employ any other attorney(s) to help with the Claims 

without first obtaining the Trustee and the Bankruptcy Court’s approval. 

In the event any other approved attorney(s) are subsequently engaged, 

such engagement will not increase the contingency fee set forth above. 

Rather the new attorney(s) shall share in the contingency fee in a 

manner that Applicant and the new attorney(s) agree to;

g. The Trustee reserves the right to terminate Applicant at any time via 

written notice to Applicant. In the event the Trustee elects to terminate 

Applicant, Applicant may file a claim in the Bankruptcy Case for all costs 

and expenses incurred by it and the reasonable value of its services 

performed to date, payment of which will be subject to subsequent 

Bankruptcy Court approval. The Trustee reserves all rights to object to 

any such filed claim(s);

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 3 of 9
4

h. Applicant shall not execute any documents related to the Claims without 

the written approval of the Trustee; and

i. The Bankruptcy Court shall retain exclusive jurisdiction to: (a) enforce, 

implement and/or interpret the terms and provisions of the instant 

Application and/or Order granting the instant Application (the 

“Employment Order”); and (b) resolve any disputes, controversies or 

claims arising out of or relating to the instant Application and/or the 

Employment Order.

III. Requested Relief and Basis Therefor 

5. This Court has the power to authorize said employment pursuant to 11 

U.S.C. §327(a) which provides, in pertinent part, that “... the trustee, with the court’s 

approval, may employ one or more attorneys, accountants, appraisers, auctioneers, or 

other professional persons, that do not hold or represent an interest adverse to the estate, 

and that are disinterested persons, to represent or assist the trustee in carrying out the 

trustee’s duties under this title."

6. Further, 11 U.S.C. §328(a) provides, in pertinent part, that the 

“trustee...with court’s approval, may employ or authorize the employment of a 

professional person under section 327 or 1103 of this title, as the case may be, on any 

reasonable terms and conditions of employment, including on a retainer, on an hourly 

basis, on a fixed or percentage fee basis, or on a contingent fee basis.”

7. Applicant and its attorneys are duly admitted to practice before this Court 

and other necessary state and federal courts in this jurisdiction and, as set forth above,

have a particular expertise and knowledge with respect to the Claims it is being employed 

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 4 of 9
5

to pursue. Moreover, as detailed in the affidavit of Ryan Clancy, Esquire, attached hereto 

as Exhibit ‘A”, Applicant believes it is disinterested as required by 11 U.S.C. §327(a). 

Namely, Applicant does not hold or represent any interest adverse to Trustee or the 

Estate, but in the abundance of caution and in the interests of full disclosure, Applicant 

does note that: (a) Applicant has in the past, present, and may continue from time to time 

in the future, to represent creditors in unrelated cases who were or may be adverse to the 

Trustee in his capacity as trustee of unrelated estates; and (b) as disclosed in Paragraph 

3 of this Application, Applicant represents and will continue to represent creditor, 

Paramount, in this case. However, Applicant does not believe the foregoing creates or 

presents any interest adverse to the Trustee or the Estate. Rather, Applicant believes 

the interests of the parties are aligned1 and that its extensive knowledge of the Debtor 

and the Claims that it possesses from its prior involvement in the State Court Case and 

this case will only lend itself to the economical administration of the Estate. Lastly, 

Paramount has consented to Applicant’s proposed representation of the Trustee and 

Estate pursuant to Rule 4-1.7 of the Florida Rules of Professional Conduct. 

8. Accordingly, the Trustee submits that the retention of Applicant as special 

litigation counsel, and approval of the Contingency Fee, is in the best interest of the 

Estate, and therefore, seeks entry of an order authorizing the employment of Applicant

as special litigation counsel on the terms and conditions set forth herein. 

WHEREFORE, Joel L. Tabas, as Chapter 7 Trustee of the bankruptcy estate of 

Spring Fresh Flowers, Inc., respectfully requests this Honorable Court enter an Order: (i) 

1 Paramount is presently the Estate’s largest unsecured creditor holding over 72% in amount of the 

unsecured claims filed in this case. Consequently, any recovery the Estate obtains from the Claims may

result in a meaningful distribution to Paramount, and therefore, Applicant’s pursuit of the Claims may

ultimately benefit all parties – the Trustee, the Estate and Paramount.

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 5 of 9
6

granting the instant Application: (ii) authorizing the Trustee to employ Ryan Clancy, 

Esquire and Ainsworth & Clancy, PLLC as special litigation counsel on the terms and 

conditions set forth herein; (iii) approving the Contingency Fee as set forth herein; and 

(iv) granting such other and further relief as this Court deems just and proper.

CERTIFICATE OF SERVICE

I HEREBY CERTIFY that on August 29, 2023, a true and correct copy of the 

foregoing was served via electronic transmission to the parties who are currently on the 

list to receive e-mail notice/service for this case, and via U.S. Mail to all interested parties 

listed on the attached service list.

Respectfully submitted,

/s/ Joshua D. Silver 

Joshua D. Silver

Florida Bar No. 100022

Tabas & Silver, P.A.

Attorneys for the Chapter 7 Trustee

25 S.E. 2nd Avenue, Suite 248

Miami, Florida 33131

Telephone: (305) 375-8171

Facsimile: (305) 381-7708

jsilver@tabassilver.com

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 6 of 9
UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

MIAMI DIVISION

In re: CASE NO.: 21-21562-BKC-CLC

Chapter 7

SPRING FRESH FLOWERS, INC. 

 Debtor. / 

AFFIDAVIT OF RYAN CLANCY

STATE OF FLORIDA )

) ss:

COUNTY OF MIAMI-DADE )

BEFORE ME, the undersigned authority, personally appeared Ryan Clancy

(“Clancy”), in Miami, Florida, who after being duly sworn, deposes and says as follows:

1. I am a partner of the law firm Ainsworth & Clancy, PLLC (“A&C” and together 

with Clancy, the “Applicant”).

2. I and other attorneys of A&C are duly admitted to practice law in the State 

of Florida and before this Court and other necessary state and federal courts in this 

jurisdiction.

3. I have reviewed the Application for Employment of Ryan Clancy, Esquire 

and Ainsworth & Clancy, PLLC as Special Litigation Counsel and for Approval of 

Contingency Fee Agreement (the “Application”) to which this Affidavit is attached, and 

believe that Applicant is qualified to represent the Trustee and the Estate in connection 

with the matters described therein. Further, Applicant has agreed to accept employment 

on the terms and conditions set forth in the Application. 

4. To the best of my knowledge, information and belief, Applicant is 

disinterested within the meaning of 11 U.S.C. §101 and is eligible to serve as counsel for 

EXHIBIT "A"

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 7 of 9
Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 8 of 9
21-21562-AJC

Spring Fresh Flowers, Inc.

3105 NW 107 Avenue, #400 Q4

Miami, FL 33172-2185

21-21562-AJC

Ainsworth + Clancy, PLLC

801 Brickell Avenue, 8th Floor

Miami, FL 33131-2951

21-21562-AJC

Creditors Relief

700 E. Palisafes Avenue

Englewood Cliffs, NJ 07632-3040

21-21562-AJC

Falcon Farms, Inc.

2330 NW 82 Avenue

Miami, FL 33122-1511

21-21562-AJC

Falcon Farms, Inc.

c/o Jairo Rengifo

2330 NW 82 Avenue

Miami, FL 33122-1511

21-21562-AJC

Florida Department Of Revenue

5050 W Tennessee St

Tallahassee, FL 32399-0110

21-21562-AJC

Florida Power & Light Co

4200 W Flagler St

RRD\LFO BKY

Coral Gables, FL 33134-1606

21-21562-AJC

FUNDRITE LLC

ATTN VICTORIA CLAPS

21 E FRONT STREET

RED BANK NJ 07701-1876

21-21562-AJC

Fuselier & Associates Financial, Inc.

637 Presidentia Drive

Richardson, TX 75081-2928

21-21562-AJC

Internal Revenue Service

Centralized Insolvency Operation

P.O. Box 7346

Philadelphia, PA 19101-7346

21-21562-AJC

Mantis Funding, LLC

64 Beaver Street, Suite 344

New York, NY 10004-2508

21-21562-AJC

Moises Flores

c/o Richard Celler Legal, P.A.

7450 Griffin Road, Suite 230 Fort 

Lauderdale, FL 33314-4104

21-21562-AJC

On Deck Capital, Inc.

1400 Broadway, 25th Floor

New York, NY 10018-5225

21-21562-AJC

Paramount Growers, LLC

9999 NE 2nd Avenue #216

Miami, FL 33138-2345

21-21562-AJC

Richard Celler Legal, P.A.

7450 Griffin Road, Suite 230

Fort Lauderdale, FL 33314-4104

21-21562-AJC

Space Coast Credit Union

P.O. Box 419001

Melbourne, FL 32941-9001

21-21562-AJC

Streetwide Asset Recovery Group, Inc.

Attn: Michael Colombo

100 Village Court, Suite 201

Hazlet, NJ 07730-1548

21-21562-AJC

Sunrise Credit Services, Inc.

P.O. Box 9100

Farmingdale, NY 11735-9100

21-21562-AJC

Superior Florals

2330 NW 82 Avenue

Miami, FL 33122-1511

21-21562-AJC

Superior Florals

c/o Richard Perillo

7250 NW 35 

Terrace Miami, FL 33122-1356

21-21562-AJC

Vogel Bach & Horn, LLP

1441 Broadway, Suite 5031

New York, NY 10018-1905

21-21562-AJC

Zachter, PLLC

Jeffrey Zachter

30 Wall Street, 8th Floor

New York, NY 10005-2205

Case 21-21562-CLC Doc 31 Filed 08/29/23 Page 9 of 9