UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

MIAMI DIVISION 

www.flsb.uscourts.gov

In re: 

 Chapter 11 

A&E ADVENTURES LLC,1

 Case No. 21-19272-LMI 

 

Debtor. 

_______________________________/

APPLICATION OF THE DEBTOR FOR AN ORDER, ON AN INTERIM 

BASIS, AUTHORIZING THE EMPLOYMENT AND RETENTION OF 

MELAND BUDWICK, P.A. AS ATTORNEYS FOR THE DEBTOR 

AND DEBTOR IN POSSESSION EFFECTIVE AS OF THE PETITION DATE 

(Emergency Hearing Requested) 

Basis for Requested Emergency Hearing 

The Debtor respectfully request that the Court conduct a hearing on this Motion 

consistent with Local Rule 9013-1(F). Delay in obtaining approval of counsel’s 

retention until a final hearing is scheduled will cause immediate and irreparable 

harm to the Debtor inasmuch as the Debtor is a corporate entity which needs legal 

counsel in order to handle first day motions. The Debtor respectfully requests that 

the Court waive the provisions of Local Rule 9075-1 (B), which requires an 

affirmative statement that a bona fide effort was made in order to resolve the 

issues raised in this Motion, as the relief requested herein is urgent in nature and 

does not lend itself to advance resolution. 

A&E Adventures LLC (“Debtor”), by and through undersigned counsel, submits this 

application (“Application”) seeking entry of an Order of the Court, pursuant to § 327(a) of Title 

11 of the United States Code, Rules 2014(a), 2016 and 6003 of the Federal Rules of Bankruptcy 

Procedure and Rules 2014-1 and 2016-1 of the Local Rules for the United States Bankruptcy Court 

for the Southern District of Florida, authorizing the employment and retention of James C. Moon, 

Esquire and the law firm of Meland Budwick, P.A. as attorneys for the Debtor effective as of the 

1

 The Debtor’s current mailing address is 5000 Oaks Rd, Unit H, Davie, FL 33314. The Debtor’s EIN is 43-2110385. 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 1 of 23
2

commencement of this Chapter 11 cases. In support of the Application, the Debtor respectfully 

represents as follows: 

I. Jurisdiction and Venue 

1. This Court has jurisdiction over this Motion pursuant to 28 U.S.C. §§ 157 and 1334. 

This is a core proceeding pursuant to 28 U.S.C. § 157. 

2. Venue is proper in this District pursuant to 28 U.S.C. §§ 1408 and 1409. 

3. The bases for the relief requested herein are §§ 327(a), 328(a) and 330 of Title 11 

of the United States Code (“Bankruptcy Code”), Rules 2014(a) and 2016 of the Federal Rules of 

Bankruptcy Procedure (“Bankruptcy Rules”) and Rule 2014-1 and 2016-1 of the Local Rules for 

the United States Bankruptcy Court for the Southern District of Florida (the “Local Rules”). 

II. Background 

4. On September 24, 2021 (“Petition Date”), the Debtor filed its voluntary petition 

under Chapter 11 of the United States Bankruptcy Code. 

5. The Debtor is operating its business and managing its affairs as a debtor in 

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

6. The Debtor, operating as GameTime, is a family entertainment destination with fun 

indoor amusements offering a full-service dining experience and full liquor sports bar in Miami, 

Fort Myers, Daytona, Ocoee, Tampa and Kissimmee where customers can play over 100 

interactive games in the Mega Arcade. Customers can enjoy a delicious lunch or dinner and watch 

any game on over 60 HDTV’s. GameTime can also host large gatherings with full banquet 

services. 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 2 of 23
3

III. Relief Requested 

7. The Debtor desires to employ James C. Moon, Esquire (“Mr. Moon”) and the law 

firm of Meland Budwick, P.A. (“MB”) as general counsel in this Chapter 11 case. 

8. The Debtor has determined that it is necessary to engage attorneys with knowledge 

and experience in the areas of bankruptcy and litigation. Such legal counsel will enable the Debtor 

to carry out its duties in this Chapter 11 case and to assist in the administration of its estate. The 

Debtor, therefore, proposes to retain the law firm of MB as counsel in all phases of its Chapter 11 

case. 

9. The Debtor has selected MB as its attorneys because of the firm’s knowledge of the 

Debtor’s business and financial affairs, and its extensive general experience and institutional 

knowledge, and, in particular, MB’s recognized expertise with complex corporate bankruptcy 

cases under Chapter 11 of the Bankruptcy Code. MB has been actively involved in Chapter 11 

cases in this and other districts for over 20 years. 

10. MB is familiar with the Debtor’s business and financial affairs and is well qualified 

to provide the services required by the Debtor in connection with this Chapter 11 case. MB has 

served as counsel to the Debtor since September 2021 to provide services including advising the 

Debtor with respect to restructuring matters and assisting in the preparation of the Chapter 11 case. 

11. The Debtor firmly believes that MB, because of its experience in Chapter 11 cases, 

is well qualified and uniquely situated to represent the Debtor’s interests and the interests of its 

estate. Accordingly, the Debtor believes that it will be unduly prejudiced if forced to retain counsel 

other than MB in connection with the prosecution of this Chapter 11 case. MB has stated its desire 

and willingness to act in this case and render the necessary professional services as attorneys for 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 3 of 23
4

the Debtor. As such, the Debtor believes that the retention of MB is in the best interests of its estate 

and all parties in interest in this Chapter 11 case. 

12. Subject to the order of this Court, the Debtor proposes to employ MB to render 

the following professional services, among others: 

a) advise the Debtor with respect to its powers and duties as debtor-inpossession and the continued management of its business 

operations; 

b) advise the Debtor with respect to its responsibilities in complying 

with the U.S. Trustee's Operating Guidelines and Reporting 

Requirements and with the rules of the Court; 

c) prepare motions, pleadings, orders, applications, adversary 

proceedings, and other legal documents necessary in the 

administration of this case; 

d) protect the interests of the Debtor and its estate in all matters 

pending before the Court; and 

e) represent the Debtor in negotiations with its creditors and other 

parties in interest, and in the preparation of a plan. 

13. To the best of the Debtor’s knowledge, the partners, counsel and associates of MB 

do not have any connection with, or any interest adverse to the Debtor, its creditors, or any other 

party in interest, or their respective attorneys and accountants, except as set forth in the Declaration 

of James C. Moon, Esquire (“Moon Declaration”) attached as Exhibit A. 

14. Based upon the Moon Declaration, the Debtor submits that MB is a “disinterested 

person” as such term in defined in Bankruptcy Code § 101(14), as modified by Bankruptcy Code 

1107(b). 

15. MB intends to apply to the Court for allowances of compensation and 

reimbursement of out-of-pocket expenses incurred after the Petition Date in connection with this 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 4 of 23
5

Chapter 11 case on an hourly basis, subject to Court approval and in accordance with the applicable 

provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, including the 

guidelines established by the United States Trustee for the Southern District of Florida 

(“Guidelines”) and any further orders of this Court. 

16. Prepetition, MB was paid the following amounts from the Debtor, A&E Adventure 

LLC: 

a) $110,000 on September 22, 2021; and 

b) $18,157.50 on September 24, 2021. 

On the Petition Date, there was a post-petition fee retainer of $81,842.50 and cost retainer of 

$10,000 on hand. 

17. Pursuant to Local Rule 2014-1(A), a copy of the executed Legal Representation 

Agreement is attached as Exhibit B. 

Basis for Relief Requested 

18. Pursuant to this Application, the Debtor seeks entry of an order authorizing the 

employment and retention of MB as attorneys for the Debtor effective as of the Petition Date, 

pursuant to Bankruptcy Code §§ 327(a) and 330, Bankruptcy Rules 2014(a), 2016 and 6003 and 

Local Rules 2014-1 and 2016-1. Pursuant to Bankruptcy Code § 328(a), the Debtor further requests 

that the Court approve the retention of MB under a general retainer, as its attorneys, in accordance 

with MB’s normal hourly rates in effect at the time services are rendered and normal 

reimbursement policies. 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 5 of 23
6

V. Authority for Relief Requested 

19. The Debtor seeks retention of MB as its attorneys pursuant to Bankruptcy Code § 

327(a), which provides that a debtor, subject to Court approval: 

[M]ay 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 [debtor] in carrying out 

the [debtor]’s duties under this title. 

11 U.S.C. § 327(a). 

20. The Debtor seeks retention of MB under a general retainer pursuant to § 328(a) of 

the Bankruptcy Code, which provides that a debtor, subject to Court 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. 

11 U.S.C. § 328(a) 

21. Bankruptcy Rule 2014(a) requires that an application for retention include: 

[S]pecific facts showing the necessity for the employment, the name of the [firm] 

to be employed, the reasons for the selection, the professional services to be 

rendered, any proposed arrangement for compensation, and, to the best of the 

applicant’s knowledge, all of the [firm’s] connections with the debtor, creditors, 

any other party in interest, their respective attorneys and accountants, the United 

States trustee, or any person employed in the office of the United States trustee. 

Fed. R. Bankr. P. 2014. 

22. The Debtor submits that for all the reasons stated above and in the Moon 

Declaration, the retention of MB as counsel to the Debtor is warranted. Further, as stated in the 

Moon Declaration, MB is a “disinterested person” within the meaning of Bankruptcy Code section 

101(14), as required by Bankruptcy Code section 327(a), and does not hold or represent an interest 

adverse to the Debtor’s estate and has no connection to the Debtor, its creditors or its related parties 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 6 of 23
7

except as may be disclosed in the Moon Declaration. Accordingly, the retention of MB as counsel 

to the Debtor should be approved. 

23. Moreover, delay in obtaining approval of MB’s retention until a final hearing is 

scheduled will cause immediate and irreparable harm to the Debtor inasmuch as the Debtor is a 

corporate entity which needs legal counsel in order to handle first day motions. As such, the Debtor 

seeks entry of an order, on an interim basis, approving the retention of MB and scheduling a final 

hearing to consider the Application. 

WHEREFORE, the Debtor respectfully requests entry of an Order in the form attached 

hereto as Exhibit C (i) authorizing the employment and retention of James C. Moon, Esquire and 

the law firm of Meland Budwick, P.A., as general counsel to the Debtor in this chapter 11 case, 

effective as of to the Petition Date, on a general retainer, pursuant to 11 U.S.C. §§ 327 and 330; 

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

 Dated: September 27, 2021. 

 A&E Adventures LLC 

 By: s/Mike Abecassis (e-filed with consent) 

 Mike Abecassis, its Managing Member

 

 E-filed by: 

 s/ James C. Moon 

James C. Moon, Esquire 

Florida Bar No. 938211 

jmoon@melandbudwick.com

MELAND BUDWICK, P.A. 

3200 Southeast Financial Center 

200 South Biscayne Boulevard 

Miami, Florida 33131 

Telephone: (305) 358-6363 

Telecopy: (305) 358-1221 

Proposed Attorneys for Debtor

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 7 of 23
1 

UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

MIAMI DIVISION 

www.flsb.uscourts.gov

In re: 

 Chapter 11 

A&E ADVENTURES LLC,1

 Case No. 21-19272-LMI 

 

Debtor. 

_______________________________/

DECLARATION OF JAMES C. MOON IN SUPPORT 

OF DEBTOR’S APPLICATION TO EMPLOY AND RETAIN 

MELAND BUDWICK, P.A. AS ATTORNEY FOR THE DEBTOR 

AND DEBTOR IN POSSESSION EFFECTIVE AS OF THE PETITION DATE 

 James C. Moon, being duly sworn, says: 

1. I am an attorney admitted to practice in the State of Florida, the United States 

District Court for the Southern District of Florida and qualified to practice in the U.S. Bankruptcy 

Court for the Southern District of Florida. 

2. I am a partner and employed by the law firm of Meland Budwick, P.A. (“MB”) 

with offices located at 200 South Biscayne Boulevard, Suite 3200, Miami, Florida 33131. 

3. I am familiar with the matters set forth herein and make this declaration 

(“Declaration”) in support of the application (“Application”) of A&E Adventures LLC (“Debtor”) 

for authority to employ and retain MB as attorneys for the Debtor, effective as of the Petition Date. 

MB proposes to charge its normal hourly rates in effect from time to time and in accordance with 

MB’s normal reimbursement policies, in compliance with Bankruptcy Code sections 327(a), 

328(a) and 330, and to provide disclosure required under Rules 2014(a), 2016 and 5002 of the 

Federal Rules of Bankruptcy Procedure (“Bankruptcy Rules”) and Rules 2014-1 and 2016-1 of 

1

 The Debtor’s current mailing address is 5000 Oaks Rd, Unit H, Davie, FL 33314. The Debtor’s EIN is 43-2110385. 

EXHIBIT A

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 8 of 23
2 

the Local Rules for the United States Bankruptcy Court for the Southern District of Florida (“Local 

Rules”). 

4. MB has served as counsel to the Debtor since September 22, 2021. MB is familiar 

with the Debtor’s business and financial affairs and is well qualified to provide the services 

required by the Debtor in connection with this Chapter 11 case. 

5. To the best of my knowledge and information, no member of MB has an interest 

materially adverse to the interests of the Debtor’s estate or to any class of creditors or equity 

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

or interest in, the Debtor, as specified in subparagraph (C) of Section 101(14) of the Bankruptcy 

Code, or for any other reason. 

6. MB neither holds nor represents any interest adverse to the Debtor and is a 

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

7. MB discloses the following “connections”: None 

8. Neither I nor our firm has or will represent any other entity in connection with this 

case, and neither I nor our firm will accept any fee from any other party or parties in this case, 

except the Debtor, unless otherwise authorized by the Court. 

9. Prepetition, MB was paid the following amounts from the Debtor, It’Sugar LLC: 

a) $110,000 on September 22, 2021; and 

b) $18,157.50 on September 24, 2021. 

On the Petition Date, there was a post-petition fee retainer of $81,842.50 and cost retainer of 

$10,000 on hand. 

10. The professional fees and costs incurred by MB in the course of its representation 

of the Debtor in this case shall be subject in all respects to the application and notice requirements 

of 11 U.S.C. §§ 327, 330 and 331 and Bankruptcy Rule 2014 and 2016. 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 9 of 23
3 

11. There is no agreement of any nature, other than the shareholder agreement of our 

firm, as to the sharing of any compensation to be paid to the firm. No promises have been received 

by MB, nor any member or associate thereof, as to compensation in connection with this case other 

than in accordance with the provisions of the Bankruptcy Code. 

12. No attorney at MB holds a direct or indirect equity interest in the Debtor, including 

stock or stock warrants, or has a right to acquire such an interest. 

13. No attorney at MB is or has served as an officer, director or employee of the Debtor 

within two years before the Petition Date. 

14. No attorney at MB is in control of the Debtor. 

15. No attorney at MB is or has served as an officer, director or employee of a financial 

advisor that has been engaged by the Debtor in connection with the offer, sale or issuance of a 

security of the Debtor, within two years before the Petition Date. 

16. No attorney at MB has represented a financial advisor of the Debtor in connection 

with the offer, sale or issuance of a security of the Debtor, within three years before the Petition 

Date. 

17. No attorney at MB has any other interest, direct or indirect, that may be affected by 

the proposed representation. 

18. Except as set forth herein, no attorney at MB has had or presently has any material 

connection with the captioned Debtor, the Debtor’s creditors, any other party in interest or their 

respective attorneys and accountants, the United States trustee, or any person employed in the 

Office of the United States trustee, or any matters in which the firm is to be engaged, except that 

I, MB, or our attorneys, (i) may have appeared in the past, and may appear in the future, in other 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 10 of 23
4 

cases in which one or more of such parties may be involved; and (ii) may represent or may have 

represented certain of the Debtor’s creditors, in matters unrelated to this case. 

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

and correct. 

Executed on September 27, 2021. 

 s/James C. Moon____________ 

 JAMES C. MOON 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 11 of 23
September 21, 2021

LEGAL REPRESENTATION AGREEMENT

Re: Chapter 1 1 Voluntary Petition ofA&E Adventures, LLC

Dear Mr. Abecassis:

3.

T 305-358-6363 F 305-358-1221

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER | 200 SOUTH BISCAYNE BOULEVARD | MIAMI, FL 33131

MELANDBUDWiCK.COM

Solomon B. Genet

sgenet@melandbudwick.com

Q]

MELAND | BUDWICK

ATTORNEYS AT LAW

Via Electronic Mail

A&E Adventures, LLC

c/o Michael Abecassis

ma@aa.bz

We are pleased that A&E Adventures, LLC {“Client” or “you(r)”) has engaged Meland

Budwick, P.A. (the "Firm'') to perform legal services on your behalf. We have found that clients

generally appreciate a clear statement and agreement regarding the services that we will perform

and the basis upon which they will be expected to pay for these services. This Agreement is

intended to set forth our understanding as to the nature and scope of the services we have agreed

to render, the amount of our fee for those services, the manner in which our fees will be

determined, and the terms on which we will be paid. This Agreement is not a guaranty on the

outcome of the matter and because of the uncertainty of legal proceedings, the interpretation and

changes in the law and other unknown factors, the Firm cannot predict the outcome of any case.

Fee for Services. We will charge for our services on the basis of our standard

hourly rates, as in effect from time to time, based on the time records kept by us. It is our

practice to charge for actual time expended on your behalf. Our hourly rates at the present time

for those persons who we anticipate working on your behalf are as follows:

1. Nature of Legal Service. You have engaged us to consult with and advise you on

the benefits and detriments of filing a voluntary Chapter 1 1 bankruptcy petition, to address other

options you may wish to consider enabling you to resolve your financial issues, and ultimately

file a Chapter 1 1 bankruptcy petition in the event you choose to do so. If you wish to have the

Firm represent you in other matters outside the scope of this representation, any such matter

would have to be covered by a separate agreement.

2. No Guaranty. The Firm agrees to provide you with conscientious, competent and

diligent services and at all times will seek to achieve solutions which are just and reasonable for

you. However, because of the uncertainty of legal proceedings, the interpretation and changes in

the law and many unknown factors, attorneys cannot and do not warrant, predict or guarantee

results or the final outcome of any case.

EXHIBIT B

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 12 of 23
These rates may adjust in January of each year and new rates may apply thereafter.

1 This pre-petition cost retainer includes the court required fding fee of $1,738 for the chapter 1 1 filing.

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD | MIAMI, FL 33131 | T 305-358-6363 F 305-358-1221

MtLANDBUDWiCK.COM

A&E Adventures, LLC

c/o Michael Abecassis

Page 2

Solomon B. Genet

James C. Moon

Meaghan E. Murphy

Paralegals

$595

$525

$395

$185 -$265

5. Source of Advances/Retainers. The Firm has advised the Client that we cannot

accept any funds that could be subject to avoidance by a trustee in any bankruptcy case as a

fraudulent transfer or conveyance. The Client represents and warrants that the funds used to pay

the Firm’s Advance Deposit or any other fees and expenses are not the property of any

bankruptcy estate. The Client further acknowledges that this representation and warranty is

material to the Firm, and any misrepresentation regarding the source of the Advance Deposit

shall be a material breach ofthis Agreement.

4. Advances. The Firm requires a refundable advance retainer deposit in the amount

of $100,000 plus a refundable advance cost deposit in the amount of $10,000' (the "Advance

Deposit”}. The Advance Deposit will be deposited into our Firm’s Trust Account. Just prior to

the filing of the Chapter 1 1 Voluntary Petition(s), a final pre-petition invoice shall be paid in full

leaving the net amount of the Advance Deposit in our Firm’s Trust which will be held in our

Firm’s trust account and will be disbursed pursuant to court approved fee applications.

7. Payment of Invoices. Bills will be rendered at least monthly for the time spent on

this matter and for expenses incurred on your behalf. You agree to pay each monthly bill within

ten days of receipt or as otherwise set forth pursuant to applicable Bankruptcy Court orders and

procedures. If you have any disagreement about the amount of the bill, you must advise us in

6. Costs. In connection with our engagement, we anticipate that certain expenses

may be incurred and advanced by us on your behalf. These expenses may include, but are not

limited to, our actual costs for expenses such as filing fees, services by outside consultants and

vendors regarding electronically stored information (the Firm may utilize a third-party vendor

such as Logikcull to handle electronically stored information for discovery review and

production and the fees for Logikcull’s services are $250 per month and $25 per uploaded GB),

out of town travel and lodging expenses, delivery charges / messenger services, long distance

telephone charges, special postage (overnight courier services, express mail, certified mail, etc.),

facsimile transmissions, costs of investigation, computer-assisted research charges, secretarial . overtime, court reporting, 150 per page for photocopies, and other incidental expenses. You

agree to pay us for these various costs in addition to our fees for legal services. We reserve the

right to withdraw should these costs not be paid. Further, we may ask that additional sums be

deposited in our trust account should it appear necessary to cover such expenses, and we may

pass along certain charges to you for direct payment to the vendor(s).

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 13 of 23
10.

T 305-358-6363 F 305-358-1221

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER | 200 SOUTH BISCAYNE BOULEVARD | MIAMI, FL 33131

MELANDBUDWICK.COM

A&E Adventures, LLC

c/o Michael Abecassis

Page 3

writing within ten days; otherwise, you agree to the amount of the bill to the date of the billing

statement. You acknowledge that the Firm is not allowed to accept a credit card payment for

attorney’s fees from a client who intends to list such payment of fees on a credit card as a debt in

a bankruptcy proceeding.

c) In the event that the Firm is ultimately required to bring suit to collect any

unpaid fees or costs, you agree to pay all reasonable attorney's fees and costs incurred.

Commencement of Representation. If this arrangement is acceptable to you,

please acknowledge your understanding and agreement by signing, dating and returning a copy

of this Agreement to us. Our representation will commence upon receipt of this executed

agreement and payment of the Advance Deposit.

a) The Firm retains the right, in our sole and absolute discretion, to charge

interest at the maximum legal rate.

b) The Firm may suspend further legal services, in which event you will be

liable to the Firm for the payment of any fees earned and any costs incurred by us prior to

that time.

8. Non-Payment of Fees and Costs. Unless we mutually reach another agreement

regarding the payment of fees and costs, you understand that non-payment of any invoice for

fees and costs within ten days of receipt or as otherwise set forth pursuant to applicable

Bankruptcy Court orders and procedures will constitute a default and several different

consequences will result from such non-payment. These consequences include the following:

9. Records Retention. In the course of representing you, it is likely that numerous

records and documents (originals and copies) will come into the Firm’s possession and numerous

additional documents will be generated by the Firm. Naturally, you may examine any written

materials in the Firm’s files at any time the Firm agrees prior to the termination of our

representation, but you acknowledge that all of the Firm’s work product is owned by the Firm.

Upon the termination of the Firm’s representation in connection with this engagement, we will

retain our files for at least two (2) years, after which any written materials not returned to you

may be destroyed by the Firm. Your execution of this agreement constitutes your consent to this

procedure.

d) Florida Law provides the Firm with the right to impose a lien upon

documents, money and other intangibles and materials coming into the Firm’s possession

to receive the payment of its fees and expenses. In addition, in order to secure the

payment of our fees and costs, you agree to grant our Firm a charging lien on any

judgment or recovery of any nature arising out of or related to the services we provide to

you.

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 14 of 23
13.

To Client: For the Firm:

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER j 200 SOUTH BISCAYNE BOULEVARD 1 MIAMI, FL 33131 T 305-358-6363 F 305-358-1221

MELANDBUDWICK.COM

A&E Adventures, LLC

c/o Michael Abecassis

Page 4

The parties hereby knowingly, irrevocably, voluntarily, and intentionally waive any right either

may have to a trial by jury with respect to any action, defense, counterclaim, or other proceeding

(305) 358-6363

(305)358-1221

A&E Adventures, LLC

c/o Michael Abecassis

5000 Oakes Rd.

Unit H

Davie, FL 33314

ma@aa.bz

MELAND BUDWICK, P.A.

Attn: James C. Moon, Esq.

imoon@melandbudwick.com

3200 Southeast Financial Center

200 South Biscayne Boulevard

Miami, Florida 33131

Telephone:

Telefax:

Procedure for Dispute Resolution. With regard to any dispute relating to this

representation, Client and the Firm hereby agree that this Agreement shall be construed and

enforced pursuant to the laws of the State of Florida, both substantive and procedural. The

parties agree that the sole and exclusive venue for any action in any way related to this

Agreement shall be Miami-Dade County, Florida, and both parties expressly waive any objection

or defense that such venue is an inconvenient or otherwise an improper forum for any dispute in

any way related to this Agreement. Both parties waive any and all objections to personal

jurisdiction as they may relate to the enforcement of the terms of this Agreement in Miami-Dade

County, Florida. Both parties agree to accept service of process via certified mail, Federal

Express, United Postal Service, DHL, or by email to the addresses below.

12. Right of the Firm to Withdraw / Right of Client to Terminate. You will have the

right to terminate the Firm’s representation at any time, but the provisions of this Agreement

related to payment and collection of fees and disbursements will not terminate. The Firm will

have the same right to terminate its representation at any time with or without cause, subject to

the Firm’s obligation to give you reasonable notice to arrange other representation. Withdrawal

with cause shall be considered a Constructive Termination and is based on: (1) the Client's

failure to behave in an ethical fashion; (2) the Client's failure to follow any pertinent orders or

rules of the court, arbitration forum, or panel; or (3) the Client's failure to follow the Firm's

advice or failure or refusal to cooperate with the Firm. The Client's cooperation shall include,

but not be limited to, providing the Firm with all accurate, material information pertinent to the

representation and keeping the Firm advised of Client's current mailing addresses, telephone

numbers, and other necessary contact information.

1 1 . Counter-Parts. The Parties may execute this Agreement in whole or counterparts,

and execution of counterparts shall have the same force and effect as ifthe Parties had signed the

same instrument. Signatures transmitted electronically shall have the same effect as original

signatures.

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 15 of 23
17.

T 305-358-6363 F 305-358-1221

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD | MIAMI, FL 33131

MELANDBUDWICK.COM

A&E Adventures, LLC

c/o Michael Abecassis

Page 5

In the event of litigation between the parties arising out of or related to this agreement, the

prevailing party shall be entitled to recover its costs, including reasonable attorneys' fees,

expended in connection with such dispute from the non-prevailing party. This provision applies

to fees and costs incurred both at the trial and appellate levels, including any petitions. Also per

this provision, the prevailing party shall be entitled to recover not only those fees and costs

incurred in conjunction with all efforts to achieve prevailing-party status and to determine the

issue of entitlement to fees and costs, but also those fees and costs incurred in conjunction with

all efforts to establish the proper amount of such fees and costs. The client agrees to compensate

the Firm for the defense of any fee disputes.

arising under or in any way related to this agreement. Any mediator so designated must be

acceptable to all parties.

In view of these obligations, we have created the attached template litigation hold letter

(“Litigation Hold Letter"), which generally explains those documents that must be retained.

You are required to immediately identify those employees who may have relevant documents

(“Document Custodians”) and locate where potentially relevant documents are stored. The

identified Document Custodians must understand their document-retention obligations; we will

assist you as needed in educating the Document Custodians on their obligations. You must

ensure that all of the Document Custodians and IT personnel receive the Litigation Hold Letter,

and ensure that all relevant documents are preserved. You must also follow up with all

Document Custodians throughout the litigation to ensure that all potentially relevant documents

Electronic Discovery and Retention of Documents. Various rules and regulations

require that once a party reasonably anticipates litigation or has knowledge that litigation is

pending, all documents, including electronic documents, pertaining to the litigation must be

properly retained. If you have a routine document destruction policy, you must immediately

suspend it, implement a litigation hold (as discussed below), and ensure that all relevant data is

safeguarded against destruction moving forward. As your attorney, we will oversee and guide

you through these efforts.

16. Applicable Law. This Agreement shall be governed for all purposes by the laws

of the State of Florida. If any provision of this Agreement is declared void, such provision shall

be deemed severed from this Agreement, which shall otherwise remain in full force and effect.

15. Amendments. This Agreement may be amended at any time by mutual consent of

the parties hereto, with any such amendment to be unenforceable unless in writing, signed by the

Firm and you.

14. Waiver. A party’s failure to insist on compliance or enforcement of any provision

of this Agreement shall not affect the validity or enforceability or constitute a waiver of future

enforcement of that provision or of any other provision of this Agreement by that party or any

other party.

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 16 of 23
Very truly yours,

T 305-358-6363 F 305-358-1221

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD | MIAMI, FL 33131

MEI, S N D B UDWICK.COM

A&E Adventures, LLC

c/o Michael Abecassis

Page 6

If at any time you have any questions about your document-retention obligations,

including electronic storage issues, please do not hesitate to contact us. By executing this

agreement, you acknowledge your document-retention obligations and that you have read and

understood the contents ofthis Paragraph.

We appreciate your confidence in our Firm and we assure you that we shall make every

effort to perform our services in a prompt and efficient manner.

s/Solomon B. Genet

Solomon B. Genet

are being properly preserved. It is likely that you will need to involve your IT personnel

throughout this process. We will need to understand how your records management program

operates, including how long and where records are stored, and you will need to provide us

documentation to reflect all actions taken on your part to ensure that all relevant data is

preserved, including evidence that you have distributed the Litigation Hold Letter as required.

19. Nonclients. The Firm represents the Client only and does not represent the

Client’s officers, directors, members, managers, employees, subsidiaries, affiliates, founders,

partners (whether general or limited), spouses, domestic partners, parents or children unless

specifically set forth herein.

SBG/gv

cc: James C. Moon, Esq.

18. Disclaimer Regarding Tax Consequences. Please be advised that the Firm is not

tax counsel and will not provide you with any advice regarding any of the tax consequences

associated with the resolution of the matters related to our retention. To determine any such tax

consequences or implications, you should consult your particular tax advisor. A non-exclusive

list of matters that you may wish to discuss with your tax advisor would be the implications of

cancellation of debt income, the tax consequences of a "short sale" of a parcel of real estate as

opposed to a foreclosure, how foreclosures (and deeds in lieu of foreclosure) are taxed, and the

tax consequences of receiving or paying any amounts to settle litigation or to satisfy a judgment.

By executing this retainer agreement you acknowledge that you have read and understood the

contents of this paragraph.

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 17 of 23
Conclusion

REVIEWED, ACKNOWLEDGED AND ACCEPTED on September 2J-2021.

A&E Adventures, LLC

By:

Its:

Print Name: Michael Abecassis

MELAND | BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD | MIAMI, FL 33131 T 305-358-6363 F 305-358-1221

MELANDBUDWICK.COM

A&E Adventures, LLC

c/o Michael Abecassis

Page 7

We appreciate the trust and confidence you have shown us in retaining the Firm to

represent you, and we look forward to what we hope will be a favorable resolution ofthis matter.

BY SIGNING BELOW, I REPRESENT THAT I HAVE AUTHORITY TO EXECUTE

THIS AGREEMENT ON BEHALF OF THE PARTY INDICATED ABOVE MY NAME,

AND I REPRESENT THAT I HAVE READ, UNDERSTAND, AND AGREE TO ALL OF

THE TERMS SET FORTH IN THIS AGREEMENT.

If the above correctly reflects the understanding reached between the Firm and you

regarding the terms and conditions of the Firm’s representation, please sign this Agreement

where indicated below, return it to our office along with any required funds described above

payable to Meland Budwick, P.A., and upon receipt of this signed Agreement and the Advance

Deposit, the Firm officially shall commence its representation.

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 18 of 23
[A&E Adventures, LLC]

TO: ALL PERSONNEL

FROM:

RE: Retention of Documents Relating To [LITIGATION MATTER]

DATE:

Please thoroughly search all of your files, wherever located, for such documents, including, but

not limited to:

[DESCRIBE LITIGATION], As a party to this lawsuit, we are obligated to preserve and gather

all documents, including electronic documents, which may relate to [LITIGATION MATTER],

Please immediately provide these documents to . These documents may not be

destroyed, recycled, deleted or otherwise disposed of. Destruction of such documents, whether

in hard copy of electronic medium, can lead to judicial sanctions.

Memos

Letters

Reports

Charts

Tables

Drawings

Graphs

Photographs

Handwritten or typewritten notes

Computer and electronic files (including, but not limited to, files on laptop

computers, desk top computers, floppy discs, hard drives, zip drives, memory

cards, personal digital assistants, handheld wireless devices, and cellular

telephones)

Emails

Text messages

Voice messages

Invoices

Accounting Records

Contracts

Agreements

Back up files preserving computer and electronic files

Back up files preserving any of the above communication which have been

“deleted”

Communications of any other kind

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 19 of 23
1

UNITED STATES BANKRUPTCY COURT 

SOUTHERN DISTRICT OF FLORIDA 

MIAMI DIVISION 

www.flsb.uscourts.gov

In re: 

 Chapter 11 

A&E ADVENTURES LLC,1 Case No. 21-19272-LMI 

 

Debtor. 

_______________________________/

INTERIM ORDER AUTHORIZING THE EMPLOYMENT 

AND RETENTION OF MELAND BUDWICK, P.A. AS 

ATTORNEYS FOR THE DEBTOR AND DEBTOR IN POSSESSION 

EFFECTIVE AS OF THE PETITION DATE AND SETTING FINAL HEARING 

 THIS MATTER came before the Court on ______________, 2021 at __:__ _.m. upon 

the Application of the Debtor for an Order, on an Interim Basis, Authorizing the Employment 

and Retention of Meland Budwick, P.A. as Attorneys for the Debtor and Debtor In Possession 

Effective as of the Petition Date [ECF No. __] (the “Application”), pursuant to § 327(a) of Title 

11 of the United States Code (the “Bankruptcy Code”), Rules 2014(a), 2016 and 6003 of the 

1

 The Debtor’s current mailing address is 5000 Oaks Rd, Unit H, Davie, FL 33314. The Debtor’s EIN is 43-

2110385. 

EXHIBIT C

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 20 of 23
2

Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and Rules 2014-1 and 2016-1 

of the Local Rules for the United States Bankruptcy Court for the Southern District of Florida 

(the “Local Rules”); the Court having reviewed the Application, the declaration of James C. 

Moon, Esq. in support of the Application, (the “Moon Declaration”); the Court being satisfied 

based upon the representations made in the Application and the Moon Declaration that (a) James 

C. Moon and Meland Budwick, P.A. (“MB”) do not hold or represent an interest adverse to the 

Debtor’s estate and (b) James C. Moon and MB are a “disinterested person” as defined in § 

101(14) of the Bankruptcy Code and as required by § 327(a) of the Bankruptcy Code and Local 

Rule 2014-1; due and proper notice of the Application having been provided, and after due 

deliberation and sufficient cause appearing therefore, it is accordingly 

ORDERED AND ADJUDGED as follows: 

1. The Application is GRANTED on an interim basis, effective as of the Petition 

Date. 

2. A&E Adventures, LLC, (the “Debtor”) is authorized to employ and retain MB as 

its general counsel in the Chapter 11 case in accordance with the terms and conditions set forth 

in the Application and this Interim Order. 

3. MB shall apply for compensation for professional services rendered and 

reimbursement of expenses incurred in connection with the Debtor’s Chapter 11 case in 

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

Local Rules, 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. 

4. The Court shall conduct a final hearing (the “Final Hearing”) on the Application 

on _____________, at ___________, prevailing Eastern Time, before this Court, at the C. Clyde 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 21 of 23
3

Atkins United States Courthouse, 301 North Miami Avenue, Courtroom ________, Miami, FL 

33128. Any party in interest objecting to the relief sought in the Application shall serve and file 

written objections, which objections shall be served upon (a) the Debtor; (b) MB; (c) the Office 

of the United States Trustee for the Southern District of Florida; (d) the entities listed on the 

Master Service List, if any, filed pursuant to Local Bankruptcy Rule 2002-1(K); and (e) counsel 

to any Official Committee of Unsecured Creditors Committee, to the extent one is appointed 

prior to the Final Hearing (collectively, the “Notice Parties”) and shall be filed with the Clerk of 

the United States Bankruptcy Court, Southern District of Florida, to allow actual receipt by the 

foregoing no later than ___________________ at 4:30 p.m., prevailing Eastern Time. 

5. Notice will be provided to all parties by mailing a copy of this Interim Order 

setting the Final Hearing upon all parties on the Master Service List pursuant to Local Rule 

2002-1 (H), Designation of Master Service List in Chapter 11 Cases. 

6. In the event the Application is not granted on a final basis, MB shall be authorized 

to submit a fee application with this Court for compensation for services rendered in the period 

between the Petition Date and the Final Hearing. Any party in interest may object to the fee 

application; provided, however, that such party shall file such objection with this Court and serve 

a copy of the objection upon the Notice Parties. 

7. The requirements for emergency motions set forth in Local Rule 9075-1 and for 

entry of the relief requested earlier than the period set forth in Bankruptcy Rule 6003 are 

satisfied by the contents of the Application. 

8. The Debtor is authorized to take all actions necessary to effectuate the relief 

granted pursuant to this Interim Order in accordance with the Application and the record. 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 22 of 23
4

9. Entry of this Interim Order is without prejudice to the rights of any party-ininterest to interpose an objection to the Application, and any such objection will be considered 

on a de novo basis at the Final Hearing. 

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

or related to the implementation of this Interim Order. 

### 

Submitted By: 

James C. Moon, Esquire 

Florida Bar No. 9382111 

jmoon@melandbudwick.com 

MELAND BUDWICK, P.A. 

Counsel for the Debtor 

3200 Southeast Financial Center 

200 South Biscayne Boulevard 

Miami, Florida 33131 

Telephone: (305) 358-6363 

Telefax: (305) 358-1221 

Copies Furnished To: 

James C. Moon, Esquire, is directed to serve copies of this Order on all parties in interest and to 

file a Certificate of Service. 

Case 21-19272-LMI Doc 5 Filed 09/27/21 Page 23 of 23