HomeMy WebLinkAbout20121828.tiff RESOLUTION
RE: APPROVE LETTER AGREEMENT FOR REPRESENTATION OF WELD COUNTY,
COLORADO, AS COUNSEL IN ABOUND SOLAR MANUFACTURING, LLC,
BANKRUPTCY CASE AND AUTHORIZE CHAIR TO SIGN - FERRY, JOSEPH AND
PEARCE, P.A., ATTORNEYS AT LAW
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Letter Agreement for Representation
of Weld County, Colorado, as Counsel in Abound Solar Manufacturing, LLC, Bankruptcy Case
No. 12-11974(PJW) between the County of Weld, State of Colorado, by and through the Board
of County Commissioners of Weld County, on behalf of the County Attorney's Office, and Ferry,
Joseph and Pearce, P.A., Attorneys at Law, commencing upon full execution, with further terms
and conditions being as stated in said Letter Agreement, and
WHEREAS, after review, the Board deems it advisable to approve said Letter
Agreement, a copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Letter Agreement for Representation of Weld County,
Colorado, as Counsel in Abound Solar Manufacturing, LLC, Bankruptcy Case
No. 12-11974(PJW) between the County of Weld, State of Colorado, by and through the Board
of County Commissioners of Weld County, on behalf of the County Attorney's Office, and Ferry,
Joseph and Pearce, P.A., Attorneys at Law, be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said Letter Agreement.
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CA0014
LETTER AGREEMENT FOR REPRESENTATION OF WELD COUNTY IN ABOUND SOLAR
MANUFACTURING, LLC, BANKRUPTCY CASE - FERRY, JOSEPH AND PEARCE, P.A.,
ATTORNEYS AT LAW
PAGE 2
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 16th day of July, A.D., 2012.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
Y,ATTEST:��GR.. v
Sean P. Co y, Cha
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Weld County Clerk to the Board
i ' m F. Garcia, -Tem
Deputy o t Boar JJO1L
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Date of signature: 9-15-/ a
2012-1828
CA0014
I(ERRY, JOSEPH & PEARCE, P.A.
ATTORNEYS AT LAW
DAVID J. FERRY, JR.* 824 MARKET STREET GEORGETOWN OFFICE
MICHAEL B. JOSEPH+ SUITE 1000 6 W.MARKET STREET
ROBERT K. PEARCE GEORGETOWN,DELAWARE 19947
THEODORE J. TACCONELL1* P.O. BOX 1351 PHONE(302)856-3706
EDWARD F. KAFADER WILMINGTON, DELAWARE 19899 FAX(302)856-3708
RICK S.Mrr 1 ER PHONE (302) 575-1555
JASON C. POtYELI. FAX(302) 575-1714 NEWARK OFFICE
KRISTOPHER T. STARK*-F
LISA L.LISA L. COGGINS** WWW.FERRYJOSEPH.COM 111 BARKSDALE PROFESSIONAL CENTER
THOMAS R.RIGGS NEWARK,DELAWARE 19711
REGINA M. MATOZZO*+ PHONE(302)286-6336
FAX(302)266.9940
THOMAS HERLIHY, III
LARRY D. SULLIVAN*** ARTHUR F.DISABATINO
OF COUNSEL (1962-2001)
(*ALSO PA BAR)
(+ALSO NJ BAR)
(**ALSO FL,MA AND NY BARS) July 11, 2012
(***NEWARK OFFICE)
BY E-MAIL ONLY
Board of County Commissioners
Weld County, Colorado
c/o Bruce Barker,Esquire
Weld County Attorney
1150 "O" Street
P.O. Box 758
Greeley, CO 80632
RE: Representation of Weld County, Colorado as counsel in the
Abound Solar Manufacturing,LLC,et al.Bankruptcy Case
Case No. 12-11974(PJW)
Dear Mr. Barker:
As requested,this letter is a proposal to confirm and set forth arrangements regarding the
engagement of our firm as counsel in connection with representation of Weld County,Colorado
(hereinafter"Weld County") in the above-referenced bankruptcy case that is pending in the
United States Bankruptcy Court for the District of Delaware(the"Bankruptcy Case").
We understand that Weld County is asserting a secured ad valorem tax claim for the tax
year 2011 in the amount of$957,214.39 plus interest on the unpaid tax in the current amount of
$28,716.43 and a re-billing fee of$5.00; and a 2012 secured ad valorem tax claim in the amount
of$806,985.00 for the primary facility and$6,474.52 for the (new) secondary facility
(collectively the"Tax Claims").
The following information concerns our Engagement Agreement and our fee and billing
policies.
2012-1828
Bruce Barker, Esq.
July 11, 2012
Page 2 of 3
CLIENT.SCOPE OF REPRESENTATION
Our client in this matter will be Weld County. We would be engaged to represent it
solely as counsel in connection with prosecution of the Tax Claims in the Bankruptcy Case
("Matter"). Weld County may limit or expand the scope of our representation from time to time,
provided that any substantial expansion must be agreed to by us.
PROFESSIONAL SERVICES
Weld County will receive detailed itemized bills on a monthly basis regarding
professional services rendered in the Matter. Throughout the 2012 calendar year,professional
services will be billed at the rate of$360.00 per hour for the legal services provided by Theodore
Tacconelli, who is a partner in the firm; and professional services provided by an associate will
be billed at the rate of$225.00 per hour. Paralegal time is billed at the rate of$150.00 per hour.
The firm will endeavor to delegate responsibilities in this matter to an associate and/or paralegal
in an effort to minimize legal expenses.
DISBURSEMENTS
In addition to the professional fees referenced above, Weld County will also be billed for
certain out-of-pocket costs that may occur in the Matter. For example,we will include on our
statements separate charges for services such as photocopying, messenger and delivery service,
computerized research, travel, long-distance telephone and telecopy and search and filing fees.
Fees and expenses of others (court reporters and experts) will not be paid by us, but will be billed
directly to Weld County.
PAYMENT POLICY
All statements issued to Weld County are payable in full upon receipt. If any statement
remains unpaid for more than Thirty(30)days, we may cease performing services in the Matter
and withdraw from further representation until arrangements satisfactory to us have been made
for payment of outstanding statements and the payment of future fees and expenses.
WITHDRAWAL OF REPRESENTATION
Our firm reserves the right to withdraw from representation of Weld County in the Matter
at any time if financial commitments are not met as set forth in this agreement, or proper
cooperation or assistance is not provided to us in our representation of Weld County. In that
circumstance, Weld County agrees to permit us, within our discretion,to seek to be relieved as
Bruce Barker,Esq.
July 11, 2012
Page 3 of 3
counsel in the Bankruptcy Case. If necessary,Weld County will then immediately undertake to
obtain substitute counsel in the Bankruptcy Case.
DISCHARGE
Weld County has the absolute right to discharge our firm for any reason at any time with,
or without, any explanation to us. Although this has rarely occurred,Weld County should be
informed of this right. If Weld County discharges our firm,we agree to promptly turnover its file
on request. However,Weld County will remain responsible for all fees and expenses incurred
through the date of discharge.
ADDITIONAL INFORMATION
We will not perform any professional services on behalf of Weld regarding the Matter
until receipt of a signed copy of this Engagement Agreement.
As Weld County must understand, the fees and costs relating to the prosecution of Tax
Claims in the Bankruptcy Case are not predictable. Accordingly, we have made no commitment
concerning the maximum fees and costs that will be necessary to resolve or complete the
prosecution of Tax Claims in the Bankruptcy Case. It is also expressly understood that payment
of the firm's fees and costs is in no way contingent upon the outcome of the prosecution of Tax
Claim in the Bankruptcy Case and that we cannot guarantee that Weld County will be successful
in the prosecution of Tax Claims in the Bankruptcy Case.
If the terms of the engagement of our firm, as set forth in this Engagement Agreement are
agreeable,please have a duly authorized representative of Weld County sign one copy of this
Engagement Agreement and return it to my attention. Thank you for letting us be of assistance
and please contact me if you have any questions.
Sincerely,
.rc
THEODORE J. TACCONELLI
CONSENTED TO AND AGREED:
WELD COUNTY, COLORAD(9
Sean P. Conway, Chair JUL 16 2012
Board of Weld County Commissioners
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