EXHIBIT C Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 1 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 1 of 43 PagelD 492 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF FLORIDA TAMPA DIVISION FEDERAL TRADE COMMISSION, Plaintiff, Case no. 8:03 CV-2353-T17-TBM vs. PEOPLES CREDIT FIRST LLC, et al., Defendants. / RECEIVER’S FIRST APPLICATION FOR AUTHORITY TO PAY FOR SERVICES RENDERED BY BUCHANAN INGERSOLL PC Mark J. Bernet, as Receiver for Peoples Credit First, LLC, Consumer Preferred, LLC, f/k/a Consumer First, LLC, and Dynamic Fulfillment & Services, I.LC (the “Receiver”’), moves this Court for authority to pay his attorneys, the law firm of Buchanan Ingersoll PC, the total sum of $51,102.00 consisting of (i) 80 percent of the sum of $60,149.00 as attorneys’ fees for services rendered, and (ii) 100 percent of $2,982.80 as reimbursable costs incurred, tor the period November 10, 2003, through December 31, 2003. In support of this First Application the Receiver submits the following information: I INTRODUCTION A. The Relief Requested 1. By this Application the Receiver requests authority from this Court to pay the law firm of Buchanan Ingersoll PC 80 percent of $60,149.00, or $48,119.20, for professional fees related to its representation of the Receiver herein, and Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 2 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 2 of 43 PagelD 493 100 percent of $2,982.80, as reimbursement for out-of-pocket expenses incurred on the Receiver’s behalf, in the total amount of $51,102.00, for the period commencing November 10, 2003, and continuing through and including December 31, 2003 (the “Fee Period”).' a The services rendered and expenses incurred by Buchanan Ingersoll during the Fee Period are discussed in greater detail in Section II below. Additionally, the Receiver has filed a summary of the billable time expended on this case by all Buchanan Ingersoll professionals actively involved in the case, together with a detailed billing log, recorded in tenths of an hour, for all tasks undertaken by Buchanan Ingersoll on the Receiver’s behalf. See Exhibit A hereto. Ex This case involves a Complaint filed by the Federal Trade Commission on November 10, 2003, that alleges that the Defendants, Peoples Credit First, LLC (“PCF”), Consumer Preferred, LLC, f/k/a Consumer First, LLC, (“Consumer Preferred”), Sean Olmstead (“Olmstead”) and Julie Connell (“Connell”) operated a business in violation of Section 5 of the FTC Act, 15 U.S.C. § 45(a). The FTC described the practice as “an advance-fee credit card scam which has resulted in losses to thousands of consumers throughout the nation.” 4, On the same day that the case was filed the Court entered a Temporary Restraining Order with Asset Freeze and other Equitable Relief (the “TRO”) which, among other things, appointed Mark J. Bernet as Receiver for PCF and Consumer Preferred. The TRO also imposed various obligations upon the Receiver. In order to ' The Receiver proposes a 20 percent “holdback” of Buchanan Ingersoll’s fees during the fee periods, with the Court retaining jurisdiction to award the “holdback” amounts at the conclusion of the case. Here, the 20 percent "holdback" totals $12,029.80. Case 4:14-cv-00815-BCW Documént 194-3 Filed 12/05/14 Page 3 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 3 of 43 PagelD 494 comply with those obligations, the Receiver deemed it necessary to employ Buchanan Ingersoll as his attorneys to represent him herein. oe The Receiver requests authority to pay Buchanan Ingersoll the total amount of $51,102.00 for professional fees and expenses incurred on the Receiver’s behalf during the Fee period. This aggregate amount includes (i) 80 percent of $60,149.00 for professional services, or $48,119.20, representing 420.4 hours expended by professionals and paralegals at an average blended hourly rate of approximately $143.06, and (ii) 100 percent of $2,982.80 for reimbursement for out-of- pocket expenses incurred by Buchanan Ingersoll during the Fee Period. 6. All of the professional services for which compensation is requested were rendered solely in connection with this case and solely on behalf of the Receiver. a Buchanan Ingersoll received no retainer for professional fees and costs in connection with its representation. Buchanan Ingersoll has agreed to wait for a Court order authorizing the Receiver to pay for the services it has rendered before requiring payment. 8. Buchanan Ingersoll has received no payment of fees or reimbursement of expenses in connection with its legal representation of the Receiver during the Fee period. 9. The Receiver respectfully submits, in light of the difficult nature of this case and the lack of cooperation the Receiver has encountered from the defendants, their attorneys and their agents, that the compensation and reimbursement of expenses requested by Buchanan Ingersoll is fair and reasonable. Case 4:14-cv-00815-BCW Documént 194-3 Filed 12/05/14 Page 4 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 4 of 43 PagelD 495 B. The Background of the Case 1. The Plaintiff, Federal Trade Commission (“FTC”) commenced this case on November 10, 2003, by filmg its complaint against the Defendants Peoples Credit First, LLC (“PCF”), Consumer Preferred, LLC, f/k/a Consumer First, LLC (“Consumer Preferred”), Shaun Olmstead (“Olmstead”), and Julie Connell (“Connell”). In the Complaint the FTC charged that the Defendants were, and had been since 2001, engaged in false and misleading business practices constituting a deceptive act or practice in violation of Section 5(a) of the FTC Act, 15 U.S.C. § 45(a). The FTC described such practices as “an advance-fee credit card scam which has resulted in losses to thousands of consumers throughout the nation.” 2 On the same day it filed its complaint, the FTC also filed Plaintiff's Motion for an Ex Parte Temporary Restraining Order and Other Equitable/Injunctive Relief (the “TRO Motion”), together with an accompanying memorandum of law. The Court considered the TRO motion, and on November 10, 2003, entered a Temporary Restraining Order with Asset Freeze and other Equitable Relief (the “TRO”). Among other things, the TRO (i) enjoined all parties from continuing to engage in the allegedly deceptive business practices, (ii) froze the assets of the Defendants and their affiliated companies, (iii) prohibited the defendants and their agents and affiliates from disposing of, destroying, altering or concealing any assets or records, and (iv) required the Defendants and their affiliates and agents to retain the assets and records of the Defendants. 3 The TRO also appointed Mark J. Bernet to serve as the Receiver for PCF and Consumer Preferred (together PCF and Consumer Preferred shall Case 4:14-cv-00815-BCW Documént 194-3 Filed 12/05/14 Page 5 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 5 of 43 PagelD 496 be referred to as the “Corporate Defendants”), to take charge of and manage their assets, and to make periodic reports to the Court. The Receiver thereupon hired Buchanan Ingersoll as his attorneys. 4. On December 24, 2003, this Court entered an order approving a Stipulated Order for Preliminary Injunction (the “Preliminary Injunction’) between the FTC and the Defendants. The Preliminary Injunction adopted, by agreement of all of the parties, virtually all of the relevant provisions of the TRO. >: Subsequently, on January 14, 2004, this Court entered an Order Granting Receiver’s Motion for Extension of Receivership (Dynamic Fulfillment), by which the Court approved the Receiver’s request and expanded the receivership to include Dynamic Fulfillment & Services, LLC (“Dynamic Fulfillment’). 6. Throughout the Fee Period, Buchanan Ingersoll’s staffing of this case reflected the Receiver’s objective of avoiding unnecessary fees and expenses and limiting the number of attorneys working on the files while actively pursuing all of the Receiver’s rights and obligations. z In addition to attorneys, Buchanan Ingersoll utilized paralegal services during the course of its representation of the Receiver. Paralegal services were used whenever possible and appropriate as a complement to attorney services to reduce professional fees and conserve the assets of the Corporate Defendants. 8. Buchanan Ingersoll’s professionals have kept detailed time records of their activities during the Fee Period. Annexed as Exhibit ‘A” is a detailed statement indicating (i) the time each professional or paraprofessional spent on each task undertaken on the Receiver’s behalf, recorded in tenth-of-an-hour increments, (ii) the Case 4:14-cv-00815-BCW Documént 194-3 Filed 12/05/14 Page 6 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 6 of 43 PagelD 497 billing rate charged by each professional, (iii) the date of the activity, and (iv) the total charge for each activity. II. SUMMARY OF SERVICES RENDERED DURING FEE PERIOD This section highlights the major tasks undertaken by Buchanan Ingersoll on behalf of the Receiver during the Fee Period. The activities summarized below account for virtually all of the billable hours incurred by Buchanan Ingersoll in representing the Receiver during the Fee Period. A. Taking Possession of Business Premises. The Receiver was notified during the afternoon of November 10, 2003, that he had been appointed as the Receiver for PCF and Consumer Preferred. He determined that he would take possession of their business premises on November 12, 2003 (November 11 was Veteran’s Day, a federal holiday), and he accordingly met with professionals from Buchanan Ingersoll and began the necessary planning. Several paraprofessionals from Buchanan Ingersoll participated in the planning session and also were present at the business premises on November 12, 2003, to assist the Receiver in taking possession and control of them. Buchanan Ingersoll continued with securing the building, arranging for physical and electronic security. B. Evaluating Nature of Corporate Defendants’ Business Practices. Upon taking possession of the business premises, the Receiver began the process of evaluating the business practices. The Receiver soon learned that the Corporate Defendants were merely two of a multitude of companies owned and controlled by Olmstead and Connell, and that those multiple companies were interrelated in unusual ways. Buchanan Ingersoll assisted the Receiver in evaluating the history and practices of Case 4:14-cv-00815-BCW Documént 194-3 Filed 12/05/14 Page 7 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 7 of 43 PagelD 498 the Corporate Defendants. This included a thorough review and analysis of the Corporate Defendants’ business records, and also of their computer files and accounting records. This included preparing records subpoenas to be served upon various third parties. Buchanan Ingersoll discovered that the Corporate Defendants had been utilized principally as a means of raising funds from consumers and then transferring those funds to other entities owned or controlled by Olmstead or Connell, or both. Ce Document Productions. During the Fee Period the Defendants, through their attorney, Thomas C. Little, requested access to documents necessary for them to complete their financial schedules for the FTC, as mandated under the TRO. Buchanan Ingersoll organized and copied the requested documents, and then observed the Defendants and their agents and attorney at the document production. D. Preparation of Inventory of Property. The Receiver directed Buchanan Ingersoll’s paraprofessionals to conduct a physical inventory of all personal property located at the Corporate Defendants’ business premises. This was a monumental task that Buchanan Ingersoll successfully completed in early January, 2004. The inventory is an exhibit attached to the Receiver’s Initial Report, which has been filed with the Court. E. Bankruptcy Matters. Olmstead and Connell, and their attorney, Thomas C. Little, caused six companies affiliated with the Corporate Defendants to file voluntary petitions under Chapter 11 of the United States Bankruptcy Code on November 18, 2003. The filings were prompted by the Receiver’s announcement, on November 17, 2003, that he intended to file a motion seeking to expand his receivership to include those six companies. Buchanan Ingersoll prepared motions to dismiss the bankruptcy cases as Case 4:14-cv-00815-BCW Documént 194-3 Filed 12/05/14 Page 8 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 8 of 43 PagelD 499 “bad faith filings.” Ata hearing held on December 5, 2003, the Bankruptcy Court agreed to dismiss two of the cases. Hearings on the motions to dismiss the four cases remaining in bankruptcy are scheduled for March 1, 2004. F. Expansion of Receivership. The Receiver concluded, for numerous reasons, that he would seek a court order expanding his receivership to include additional companies owned or controlled by Olmstead and Connell. Buchanan Ingersoll prepared the motion as to one entity, Dynamic Fulfillment. The motion subsequently was granted. es Mail. Buchanan Ingersoll served initially to open and process the thousands of pieces of mail received by the Corporate Defendants. The Receiver subsequently hired contract labor to handle this function, although the laborers remain supervised by Buchanan Ingersoll. H. Violations of TRO. The Receiver became aware of various actions by Olmstead, Connell and others that caused hini to consider whether they had intentionally violated certain provisions of the TRO. After concluding that such violations had in fact occurred, the Receiver directed Buchanan Ingersoll to prepare an appropriate motion asking the Court to enter an order directing Olmstead, Connell and others to show cause why they should not be held in contempt of court for their willful violations of the TRO. Buchanan Ingersoll has prepared the motion and filed it with the Court. Til. INFORMATION CONCERNING EXPENSES. During the Fee Period, Buchanan Ingersoll incurred out-of-pocket expenses in the amount of $2,982.80, as set forth more fully in the annexed Exhibit “A.” The items Case 4:14-cv-00815-BCW Documé@nt 194-3 Filed 12/05/14 Page 9 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 9 of 43 PagelD 500 included as expenses are not included in Buchanan Ingersoll’s overhead; therefore, they have not been included as a component of Buchanan Ingersoll’s base hourly rates. TV. THE SKILL REQUISITE TO PERFORM THE NECESSARY LEGAL SERVICES. To properly perform the services rendered on behalf of the Receiver, Buchanan Ingersoll has drawn upon the judgment, expertise and substantive legal knowledge of partners and associates of a sophisticated law firm specializing in the fields of bankruptcy, employment law and litigation. V. PRECLUSION OF OTHER EMPLOYMENT BY ATTORNEYS INVOLVED. During the Fee Period, paralegals Serena Vestinos and John Pelletier devoted significant portions of their professional time to providing thorough and competent representation. As a result of this allocation of time, they were unable to involve themselves to the extent warranted in certain other significant matters undertaken by Buchanan Ingersoll during the same period. VI. EXPERIENCE, REPUTATION AND ABILITIES OF ATTORNEYS. Buchanan Ingersoll is an established commercial and business law firm having substantial experience in the bankruptcy, real estate, tax, employment, litigation, securities, corporate and the many other disciplines required when counseling a Receiver in a complex, contested litigation matter. Buchanan Ingersoll's litigation and bankruptcy partners enjoy excellent reputations as experienced practitioners in Florida and elsewhere. This case has required legal experience and ability commensurate with that of the attorneys in the firm whose services form the basis for this application. All Buchanan Case 4:14-cv-00815-BCW Documeft 194-3 Filed 12/05/14 Page 10 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 10 of 43 PagelD 501 Ingersoll attorneys and paralegals involved in this case have the requisite professional backgrounds for the responsibilities undertaken in this case. Vil. USE OF MULTIPLE PROFESSIONALS AND PARAPROFESSIONALS. The bulk of the analytical work undertaken in this case has been handled by the Receiver, himself a partner at Buchanan Ingersoll. The time records also reflect that the services of paralegals have been used in this case whenever possible. VU. CUSTOMARY FEE. A. The fees and costs requested by Buchanan Ingersoll are those that are charged by the firm both for litigation and bankruptcy related legal services. The firm reserves the right to seek an award of additional fees as a bonus at the conclusion of this case, if warranted by the circumstances which appear at the trme. B. The fees requested are not contingent. Case 4:14-cv-00815-BCW Documet®@ 194-3 Filed 12/05/14 Page 11 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 11 of 43 PagelD 502 WHEREFORE, the Receiver respectfully requests that this Court grant his application and award Buchanan Ingersoll compensation for professional services rendered for the period from November 10, 2003, to December 31, 2003, in the amount of $48,119.20 and award the amount of $2,982.80 for reimbursement of actual and necessary out-of-pocket expenses incurred over the same period by Buchanan Ingersoll on behalf of the Receiver. The Receiver further requests that the Court retain jurisdiction to authorize the Receiver to pay Buchanan Ingersoll the "holdback" amount of $12,029.80 at the conclusion of the case. DATED: Tampa, Florida January 27, 2004 “Mak . et, Receiver 401 East Jackson Street, Suite 2500 Tampa, Florida 33602 Telephone: (813) 222-8180 Fax: (813) 222-8189 CERTIFICATE OF SERVICE I CERTIFY that a copy of the foregoing was served by mail to Thomas C. Little, Esquire, 2123 N.E. Coachman Road, #A, Clearwater, FL 33765; and Valerie M. Verduce, Esquire, Federal Trade Commission, 225 Peachtree Street, Suite 1500, Atlanta, t} GA, 30303, this .2 2 —day of January, 2004. Case 4/14-cv-00815-BCW Documemtt194-3 Filed 12/05/14 Page 12 of 44 73598-1;TAM Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 12 of 43 PagelD 503 EXHIBIT A Buchanan Ingersoll ATTORNEYS One Oxford Centre 301 Grant Street, 20th Floor Pittsburgh, PA 15219-1410 T 412 562 8800 F 412 562 1041 www. buchananingersoll.com MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT FIRST LLC AND CONSUMER PREFERRED LLC F/K/A December 3, 2003 CONSUMER FIRST LLC Invoice No.9762812 401 EAST JACKSON STREET SUITE 2500 TAMPA, FL 33602 For Legal Services Rendered in Connection With: LEGAL SERVICES - MARK J. BERNET AS RECEIVER Reference #50102-000002 11/10/03 S. Vestinos 2.50 Attended meeting with Valerie Verduce, Mike and Pete and Ron (all from the FTC) and Mark Bernet; prepared and organized file materials in preparation for raid on 11/12/03 11/11/03 S. Vestinos 2.20 Researched DMV access to the motor vehicle information; researched the Driver Privacy Act Statute; telephone conference with PICA regarding DMV run on all vehicles; drafted correspondence to PICA regarding same and forwarding list of vehicle VIN numbers; Telephone conference with Arnie at S&W about coordinating service of the principals simultaneously with the raid time; telephne conference with the locksmith to discuss re-keying simultaneously with the process server and the raid time for the locations of 4618 & 4620 N. Hale Ave., 5226 S. MacDill Ave, and West Waters Avenue location; met with bank representative regarding signature cards and Domestic Officeca shea YM YAVOOBIS'BCW “DUWUuNENE19-3 Tale 12/SSTLH'sPageDebyry4* California TAX ID 25-1381032 ' PROFESSIONAL CORPORATION Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 13 of 43 PagelD 504 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 2 wiring instructions as well as on line access; researched storage lot options 11/11/03 J. Pelletier 2.00 Researched DMV access to the motor vehicle information; telephone conference with PICA regarding DMV run on all vehicles; drafted correspondence to PICA regarding same and forwarding list of vehicle VIN numbers; meeting with Mark Bernet to discuss raid to take place on Wednesday, November 12th 11/12/03 M. Neuberger 0.30 Call from Mark Bernet regarding employee termination issues relative to the discharge of non-management. 11/12/03 S. C. Davis 4.30 Matter: Legal Services. Reviewed FTC complaint, motion for ex parte TRO and brief in support of the same; court's temporary restraining order and order appointing receiver, and several declarations submitted to support motion for TRO; conducted legal research on receivership issues and enforceability of order against non-parties for possible expansion of current TRO to cover additional companies controlled by defendants; conference with Mark Bernet regarding the same; compiled cases supporting expansion of receivership. 11/12/03 M. J. Bernet 2.50 Prepare for taking possession of business premises of PCF and Consumer Preferred. 11/12/03 S. Vestinos 12.00 Travel to and from Hillsborough County Sherriff's office for FTC raid; attended debriefing and conference with sheriff's office; attended FTC raid at 4618 and 4620 N. Hale with the FTC investigative Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 14 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 14 of 43 PagelD 505 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 11/12/03 J. Pelletier 11/12/03 H. C. Beyer 11/13/03 S. C. Davis 11/13/03 S. Vestinos Case 4:14-cv-00815-BCW 0.60 6.00 Page 3 team and lawyers and Mark Bernet; interviewed all employees as they were being asked to leave; photographed building assets; reviewed and organized key documents with regard to financials, manager agendas and began preliminary summary of corporate entities and financials; travel to and from other possible locations on Cypress Avenue and Walnut Street; attended several daily meetings with FTC investigative team and Mark Bernet to discuss tasks and objectives; telephone conference with Corporal at Hillsborough County Sheriff's Office to set up round the clock security; conferenced with Tampa Bay Lock & Key and organized re-keying of all of the buildings Travel to and from Hillsborough County Sheriff's office for FTC raid; attended debriefing and conference with sheriff's office; attended FTC raid at 4129 Waters Avenue; photographed building assets Series of telephone conferences with M. Bernet regarding various aspects of receivership including possible fraud. Completed legal research to support motion to extend receivership order to include Dynamic Fulfillment; discussed the same with Mark Bernet; drafted motion to extend receivership and memorandum of law in support thereof. Travel to and from 4618 and 4620 N. Hale with the FTC investigative team and lawyers and Mark Bernet; photographed building assets; continued review and organization key documents with regard to Document 194-3 Filed 12/05/14 Page 15 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 15 of 43 PagelD 506 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 11/13/03 J. Pelletier 11/13/03 H. C. Beyer 11/14/03 S. C. Davis 11/14/03 J. Gatto Case 4:14-cv-00815-BCW .00 .20 - 80 .80 Page 4 financials, manager agendas and preliminary summary of corporate entities and financials in preparation of case summary Travel to and from 4618 and 4620 N. Hale with the FTC investigative team and lawyers and Mark Bernet; photographed building assets; continued review and organization key documents with regard to financials, manager agendas and preliminary summary of corporate entities and financials in preparation of case summary Review materials in preparation for meeting with M. Bernet regarding new case (0. 7); Participate in series of meetings with receiver and representatives of FTC regarding asset seizure (1.0); Inventory and secure assets (2.5) Conducted follow up research to support motion to extend receivership to additional companies; reviewed and executed motion for appointment of counsel; revised motion to extend receivership and memo of law; drafted additional sections for memo of law; reviewed and executed witness subpoenas; conference with Mark Bernet regarding motion to extend receivership and witness subpoenas; conferences with paralegal regarding facts to support motion to extend receivership and regarding preparation of Receivership Affidavit. Researched whether counsel for corporation in receivership may represent principals of the corporation after receiver is appointed where receiver is likely to sue principals. Conferences Document 194-3 Filed 12/05/14 Page 16 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 16 of 43 PagelD 507 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 11/14/03 S. Vestinos 11/14/03 J. Pelletier 11/14/03 S. J. Galewski 11/14/03 S. J. Galewski .00 .00 .40 30 Page 5 with counsel regarding same. Travel to and from the Post Office with Valerie Verduce and John Pelletier to arrange for new mail box, picking up the mail, instructions for picking up of the mail, forwarding the mail and obtained investigative file materials from Doug Fielding; reviewed and organized key documents with regard to financials, manager agendas and began preliminary summary of corporate entities and financials; reviewed Receiver's Motion to Extend Receivership to determine the additional information to be added with regard to the additional companies Travel to and from the Post Office with Valerie Verduce and Serena Vestinos to arrange for new mail box, picking up the mail, instructions for picking up of the mail, forwarding the mail and obtained investigative file materials from Doug Fielding; reviewed and organized key documents with regard to financials, manager agendas and began preliminary summary of corporate entities and financials; reviewed Receiver's Motion to Extend Receivership to determine the additional information to be added with regard to the additional companies Multiple tele-conferences with A. Ware for hostway corp. regarding sut down of www.cpcard.com and the demand made on Hostway for reinstatement by third party. Tele-conference with R. Appert regarding shutdown of www. linkpointcentral.com. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 17 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 17 of 43 PagelD 508 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT - MARK J. BERNET AS RECEIVER 50102-000002 LEGAL SERVICES Ref. No. 11/14/03 S. J. Galewski 11/14/03 11/14/03 11/14/03 11/14/03 11/14/03 11/14/03 11/14/03 11/15/03 Galewski Galewski Galewski Galewski Galewski Galewski Galewski Vestinos 11/15/03 J. Pelletier 0. 30 -40 30 .30 20 -60 -20 .30 .00 .00 December 3, 2003 Invoice No. 9762812 Page 6 Draft letter to A. Ware regarding demand on Hostway corp. its subsidiary and related corporations to shut down cpcard.com. And regarding lack of indemnification of Hostway for same. Investigate web pages used by defendants. Tele-conference with J. Scholz of Domain by Proxy regarding service to cpcard.com Dictate follow up letter to J. Scholz regarding discontinuation of Domain by Proxy, LLC's service to cpcard.com. Review and coordinate production of summons on various defendants. Continue research into Qwest corporation for service of demand for shut down of certain web pages. Review letter from Macfarland and list of assets of defendants held in trust by same. Draft demand letter to Macfarland et al regarding turn over of assets of Consumer Preferred LLC. Travel to and from 4618 and 4620 N. Hale with the FTC investigative team and lawyers and Mark Bernet; photographed building assets; continued review and organization key documents with regard to financials, manager agendas and preliminary summary of corporate entities and financials in preparation of case summary; review of computerized file discs; reviewed all articles located in Shaun Olmstead's office, John Clement's office and Dee Hoffman Travel to and from 4618 and 4620 N. Hale; photographed building assets; continued review and organization key documents with regard to financials, manager Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 18 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 18 of 43 PagelD 509 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 11/16/03 S. Vestinos 11/16/03 H. C. Beyer 11/17/03 S. C. Davis .00 .60 20 Page 7 agendas and preliminary summary of corporate entities and financials in preparation of case summary; review of computerized file discs; reviewed all articles located in Shaun Olmstead's office, John Clement's office and Dee Hoffman Continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership; review of computer file materials; began drafting of Mark Bernet's Affidavit in support of Receiver's Motion for Extension of the Receivership to include; drafted power point presentation of relevant facts and corporate entity summaries; drafted organization chart for Dynamic Fulfillment, LLC; drafted flow chart including all corporate entities and the money flow Telephone conference with M. Bernet regarding forensic accounting and litigation strategy issues (0.4); make notes to file regarding same (0.2); Conference with Mark Bernet regarding extension of receivership; conference with paralegal regarding the facts for inclusion in affidavit; reviewed various documents of defendant companies for facts establishing connections with affiliated companies; revised motion to expand; reviewed memo from counsel regarding Mercantile Bank information; conference with Mark Bernet regarding preliminary injunction hearing. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 19 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 19 of 43 PagelD 510 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 11/17/03 11/17/03 11/17/03 11/17/03 11/17/03 11/17/03 50102-000002 S. Vestinos J. Pelletier S. J. Galewski S. J. Galewski S. J. Galewski S. J. Galewski 50 .00 -40 .30 20 20 Page 8 Reviewed and revised the affidavit of Mark Bernet Receiver; Continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership; revised draft of Mark Bernet's Affidavit in support of Receiver's Motion for Extension of the Receivership; revised power point presentation of relevant facts and corporate entity summaries; drafted organization chart for Dynamic Fulfillment, LLC; revised flow chart including all corporate entities and the money flow; prepared and organized file materials for Mark Bernet and Valerie Verduce in preparation for status conference Reviewed and revised the affidavit of Mark Bernet Receiver; Continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership; prepared and organized file materials for Mark Bernet and Valerie Verduce in preparation for status conference Review fax from R. Appert regarding shut down of www.linkcentral.com and research corporate information noted in same. Review revisions to Macfarland letter for turn over of assets. Review web page of www.cpcard.com to determine that it was properly shut down. Check web page for www. linkpointcentral.com to determine that it was properly shut down. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 20 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 20 of 43 PagelD 511 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 9 11/17/03 S. J. Galewski 0.40 Multiple tele-conferences with M. Neuman regarding web page and payroll and stopped check; review documents from M. Neuman regarding his request for replacement paycheck after freeze of assets. 11/18/03 S. Vestinos 7.50 Conference with Valerie Verduce of the FTC regarding file materials for forwarding to the FTC; prepared and organized file materials to be forwarded to the FTC and in preparation for the file summary; assisted Mark Bernet and Valerie Verduce in preparation for the preliminary injunction hearing by preparing exhibits and organizing file materials; reviewed and revised the affidavit of Mark Bernet Receiver; Continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership; revised draft of Mark Bernet's Affidavit in support of Receiver's Motion for Extension of the Receivership; revised power point presentation of relevant facts and corporate entity summaries; drafted organization chart for Dynamic Fulfillment, LLC; revised flow chart including all corporate entities and the money flow 11/18/03 J. Pelletier 5.00 Prepare documents for hearing; Travel to and from post office to pick up mail; prepare documents for affidavit to extend receivership 11/18/03 H. C. Beyer 1.20 Conduct legal research regarding strategy for receiver to deal with bankruptcy filing of affiliates. 11/18/03 H. C. Beyer 1.10 Meet with T. Gumienny and M. Verdisco regarding forensic accounting and operational issues. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 21 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 21 of 43 PagelD 512 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT - MARK J. BERNET AS RECEIVER 50102-000002 LEGAL SERVICES Ref. No. 11/18/03 11/18/03 11/18/03 11/18/03 11/18/03 11/18/03 11/18/03 11/18/03 11/19/03 H. C. Beyer Galewski Galewski Galewski Galewski Galewski Galewski Galewski Vestinos .70 -50 .50 .00 00 30 30 -50 .00 December 3, 2003 Invoice No. 9762812 Page 10 Conduct legal research for and draft motions to dismiss bankruptcy cases of various entities affiliated with the receivership entities. Research the application of the automatic stay to a receiver operating under the authority of a federal district court TRO. Research the application of the automatic stay over the investigative and police powers of the FTC. Draft memo regarding controlling case law on concurrent jurisdiction between bankruptcy court and federal district court. Research grounds for bad faith filing of bankruptcy petition when petition is filed to thwart other judicial processes. Review multiple messages and tele-conference with M. Neuman regarding Dynamic Fulfillment. Tele-conference with M. Cohen regarding use of www.linkpointcentral.com and Link Point International's compliance with the TRO. Research local rules for local citation requirements and for procedure for filing an emergency motion. Telephone Conference with Mike of the FTC regarding file materials for forwarding to the FTC; continued preparation and organization fo file materials to be forwarded to the FTC and in preparation for the file summary; reviewed and revised the affidavit of Mark Bernet Receiver; continued review and organization key exhibits in preparation of Receiver's Motion for Extension of Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 22 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 22 of 43 PagelD 513 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 11 11/19/03 J. Pelletier 11/19/03 H. C. Beyer 11/19/03 S. J. Galewski 11/19/03 S. J. Galewski 11/19/03 S. J. Galewski the Receivership; organized and indexed pleadings files; revised power point presentation of relevant facts and corporate entity summaries; drafted memorandum to file regarding video received in the mail containing the 28 investigative file; reviewed video of investigation as to Consumer Preferred which aired on Channel 28 News; researched corporate entity information for all corporate entities in preparation for the affidavit of Mark Bernet and the motion for extension of the receivership Travel to and from post office to pick up mail; prepare documents for affidavit to extend receivership; continued preparation and organization of file materials to be forwarded to the FTC and in preparation for the file summary; continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership; reviewed video of investigation as to Consumer Preferred which aired on Channel 28 News Continue background legal research and drafting of motion to dismiss bankruptcy cases and affidavit of receiver in support of same. Multiple tele-conferences with J. Goodwin's office regarding recovery of funds held by MFM. Tele-conference with receiver regarding asset freeze and accounting of assets under the TRO. Research sanctions and and motion for same in regard to bad faith filing of bankruptcy petitions. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 23 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 23 of 43 PagelD 514 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT LEGAL SERVICES - MARK J. BERNET AS RECEIVER Ref. No. 11/19/03 11/19/03 11/19/03 11/20/03 11/20/03 11/20/03 11/20/03 11/20/03 11/20/03 11/20/03 50102-000002 S. J. Galewski S. J. Galewski S. J. Galewski S. Vestinos J. Pelletier H. C. Beyer H. C. Beyer S. J. Galewski S. J. Galewski S. J. Galewski 0. 80 -80 .20 .00 50 -50 .00 -40 .60 .30 December 3, 2003 Invoice No. 9762812 Page 12 Research amounts of monetary awards allowed in the middle district under sanctions for bad faith filings. Investigate and report on status of asset freeze by financial institutions for receivership defendants and other entities. Tele-conference with V. Veduce regarding asset freeze. Conference with Mark Bernet and John Pelletier regarding file objectives and pending tasks and status; continued preparation and organization fo file materials to be forwarded to the FTC and in preparation for the file summary; Travel to and from post office to pick up mail; prepare documents for affidavit to extend receivership; Conference with Mark Bernet and Serena Vestinos regarding file objectives and pending tasks and status; continued preparation and organization of file materials to be forwarded to the FTC and in preparation for the file summary Draft and revise certificates of necessity for motion to dismiss each of the affiliate debtors' bankruptcy cases. Review and substantially revise motions to dismiss bankruptcy cases of affiliate debtors on an emergency basis. Draft letter to Edward Jones tracing asset freeze language of TRO. Review motion to dismiss bankruptcy cases. Draft affidavit in support of emergency motion to dismiss certain bankruptcy cases. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 24 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 24 of 43 PagelD 515 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 13 11/20/03 S. J. Galewski 0.40 Multiple tele-conference with offices of Macfarlane regarding recovery of funds held in trust. Coordinate pickup of funds, and review letter from Macfarlane regarding their withholding of amounts due. 11/21/03 J. Gatto 1.30 Conferences with counsel and research regarding whether recapitulation of allegations in Complaint is defamatory. 11/21/03 S. Vestinos 5.00 Travel to and from the MacDill location and the Waters location with Mark Bernet and John Pelletier; reviewed documents and set of chain of custody of documents at the Waters location and the MacDill location; telephone conference with Corporal Bradford - cancelling around the clock service. reviewed and revised the affidavit of Mark Bernet Receiver; continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership; reviewed and summarized amounts forwarded to Dynamic Fulfillment from Consumer Preferred from January of this year through the present; reviewed correspondence from Banks with regard to the asset freeze; revised summary on banking information 11/21/03 J. Pelletier 5.00 Travel to and from the MacDill location and the Waters location with Mark Bernet and Serena Vestinos; reviewed documents and set of chain of custody of documents at the Waters location and the MacDill location; continued review and organization key exhibits in preparation of Receiver's Motion for Extension of the Receivership Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 25 of 44 : Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 25 of 43 PagelD 516 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 14 11/21/03 S. J. Galewski 0.10 Review letter to Edwards Jones regarding assets. 11/21/03 S. J. Galewski 0.30 Tele-conference with D. Drake regarding response to consumer preferred customers. 11/24/03 S. Vestinos 3.50 Conferenced with vendor regarding duplication of documents for the forensic accountant and the FTC; conferenced with Mark Bernet regarding the affidavit of the receiver in support of the Motion for Extension of the Receivership to include additional corporate entities owned by the defendants; reviewed and revised the affidavit in support of the motion with regard to notations made by Scott Davis; telephne conference with Corporal Bradford regarding the payment for off duty services of the sheriff's department; received and reviewed the invoices and prepared some of the checks for payment for the sheriff's services; reviewed copies of additional banking and accounting records information in preparation for organization and summation for the forensic accountant 11/24/03 J. Pelletier 5.50 Travel to Waters Avenue facility to inventory, take pictures and pack office into boxes to prepare to vacat facility; Conference with Mark Bernet to discuss procedure for packing Waters Avenue facility 11/25/03 S. Vestinos 3.00 Received and reviewed a final invoice and prepared the last of the checks for payment for the sheriff's services for corporal bradford; continued review of copies of additional banking and accounting records information in preparation for organization and summation for the forensic accountant; arranged and organized Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 26 of 44 . Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 26 of 43 PagelD 517 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 15 delivery of the documents to the forensic accountant; conferences with Mark Bernet regarding tasks to be completed before next week with regard to the forensic accountant and hearings next week Total Hours 190.70 Total Legal Services S20;,969,50 Disbursements 11/12/03 Mileage - C. L. Petrovich Travel to Police 15.84 station regarding raiding businesses 11/12/03 Tampa Bay Lock & Key - Locksmith services at 485.78 properties 11/12/03 Tampa Bay Lock & Key - Locksmith services at 61.53 properties 11/12/03 Tampa Bay Lock & Key - Locksmith services at 61.53 properties 11/12/03 Parking - C. L. Petrovich Travel to Police 1.50 station regarding raiding businesses 11/12/03 S & W Detectives, Inc - Service of process 520.00 11/12/03 S & W Detectives, Inc - Service of Process 40.00 11/12/03 S & W Detectives, Inc - Service of process 40.00 11/12/03 S & W Detectives, Inc - Service of Process 40.00 11/12/03 S & W Detectives, Inc - Service of Process 80.00 11/12/03 S & W Detectives, Inc - Service of Process 80.00 11/13/03 Tampa Bay Lock & Key - Locksmith services at 50.00 properties 11/13/03 Tampa Bay Lock & Key - Locksmith services at 50.00 properties 11/13/03 Messenger/Delivery Service - Corporate Courier 19.00 - Bernet 11/13/03 Express Mail - FedEx - C. Petrovich 16.41 11/13/03 Express Mail - FedEx - C. Petrovich 12.97 11/13/03 Express Mail - FedEx - C. Petrovich 14.74 11/13/03 Express Mail - FedEx - C. Petrovich 14.74 11/13/03 Express Mail - FedEx - C. Petrovich 25.01 11/13/03 Express Mail - FedEx - C. Petrovich 22.97 11/17/03 Michael Musetta & Associates, Inc.- 110.00 Certificates of non-appearance for no-shows Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 27 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 27 of 43 PagelD 518 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9762812 Ref. No. 50102-000002 Page 16 Disbursements $1,762.02 Total Due this Invoice $30,731.52 Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 28 of 44 ‘ Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 28 of 43 PagelD 519 Buchanan Ingersoll ATTORNEYS One Oxford Centre 301 Grant Street, 20th Floor Pittsburgh, PA 15219-1410 T 412 562 8800 F 412 562 1041 www.buchananingersoll.com Client: 50102 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT FIRST LLC AND CONSUMER PREFERRED LLC F/K/A December 3, 2003 CONSUMER FIRST LLC Invoice No. 9762812 401 EAST JACKSON STREET SUITE 2500 TAMPA, FL 33602 eo ee REMITTANCE STATEMENT ee Client/Matter Number: 50102 / 50102-000002 Client Name: MARK J. BERNET AS RECEIVER FOR PEOPL Invoice Date: December 3, 2003 Invoice Number: 9762812 Total Due This Invoice: $30,731.52 Total Prior Balance: $30,731.52 (See Summary on Next Page) Total Balance Due All Invoices Outstanding: $61,463.04 PLEASE RETURN THIS REMITTANCE STATEMENT WITH YOUR PAYMENT. THANK YOU. Please Make Checks Payable to: Buchanan Ingersoll Amount remitted this payment $ RECENT FEES AND DISBURSEMENTS MAY NOT YET BE ENTERED ON YOUR ACCOUNT AND IF NOT, WILL BE SUBSEQUENTLY BILLED Domestic OMceCasB Away O08 IS: BEW “DOeUHEer 194-3 Tree 12/0514 Page bsored * California TAX ID 25-1381032 °* PROFESSIONAL CORPORATION Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 29 of 43 PagelD 520 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT December 3, 2003 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Related Invoice No. 9762812 Ref. No. 50102-000002 Page 2 REMITTANCE STATEMENT SUMMARY PRIOR BALANCES AS OF December 3, 2003 Outstanding Invoices: Invoice Invoice Fees Disb Amounts Invoice Number Date Billed Billed Credited Balance 9762812 12/03/03 $28,969.50 $1,762.02 § .00 $30,731.52 $28,969.50 $1,762.02 $0.00 $30,731.52 Total of Summarized Invoices $30,731.52 Account Aging: 0 - 30 $30,731.52 31 - 60 $0.00 61 - 30 $0.00 91 - 120 $0.00 Over 120 $0.00 Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 30 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 30 of 43 PagelD 521 Buchanan Ingersoll ATTORNEYS One Oxford Centre 301 Grant Street, 20th Floor Pittsburgh, PA 15219-1410 T 412 562 8800 F 412 562 1041 www. buchananingersoll.com MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT FIRST LLC AND CONSUMER PREFERRED LLC F/K/A January 22, 2004 CONSUMER FIRST LLC 401 EAST JACKSON STREET SUITE 2500 TAMPA, FL 33602 Invoice No.9769496 For Legal Services Rendered in Connection With: LEGAL SERVICES - MARK J. BERNET AS RECEIVER Reference #50102-000002 11/18/03 S. C. Davis 11/19/03 S. Cc. Davis 11/20/03 S. Cc. Davis 11/21/03 S. C. Davis Domestic Office Casbhe4niyvyenings PS BeW -50 Met with Mercantile Bank fraud investigator to review documents to discuss investigation of Consumer Preferred; Conference with paralegal regarding follow-up on tracing fund transfers amount the affiliated companies; Called Mercantile Bank regarding wire transfer of Consumer Preferred funds to SunTrust; Conference with Mark Bernet; Attended hearing on preliminary injunction; Conference with FTC attorneys; Worked on Motion to Hold Defendant's in contempt for bankruptcy filings Reviewed portions of draft Receiver's Affidavit in support of Motion to expand Receivership; Prepared memo to Mark Bernet regarding the same Worked on affidavit to support expansion of receivership Reviewed and revised letter for Receiver regarding employee termination and wage payments; Worked on receiver affidavit; Conference with counsel regarding potential defamation liability in =pBeuele184-3 "Emer 12/0SrLYe Page BLearEEY * California TAX ID 25-1381032 PROFESSIONAL CORPORATION Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 31 of 43 PagelD 522 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 11/24/03 S. C. Davis 12/01/03 S. Vestinos .20 .50 Page 2 connection with receivership duties Conference with paralegal regarding facts to include in Receiver's affidavit Detailed telephone conference and document review by telephone with Mike Verdisco regarding the bank statement analysis and the additional bank transfer documents in preparation for the spreadsheets to be utilized at the hearing to dismiss the bankruptcy proceedings scheduled for Friday, 12/05/03 and the motion to extend the receivership not yet scheduled; conference with Mark Bernet regarding the telephone conference and document review by telephone with Mike Verdisco regarding the bank statement analysis and the additional bank transfer documents in preparation for the spreadsheets to be utilized at the hearing to dismiss the bankruptcy proceedings scheduled for Friday, 12/05/03 and the motion to extend the receivership not yet scheduled and priority tasks and objectives to be completed by weekend on this project; received and reviewed the bank statement analysis spreadsheet for accuracy and exhibit marking in preparation for the hearing to dismiss the bankruptcy proceedings scheduled for Friday, 12/05/03 and the motion to extend the receivership not yet scheduled; travel to and from the forensic accountants office to review and discuss summaries and exhibits to be marked and attached thereto; conference with the forensic accountant to review and discuss summaries and exhibits to be Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 32 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 32 of 43 PagelD 523 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 3 marked and attached thereto 12/01/03 S. J. Galewski 0.10 Review final letter from Link Point International regarding access by Dynamic Fulfillment to web page. 12/02/03 S. Vestinos 8.00 Attended morning meeting with Mike Verdisco to discuss the chart of accounts, financial documentation, bank statements and second meeting this afternoon regarding the bank statement analysis and the additional bank transfer documents and picked up the exhibits used in preparing the spreadsheets to be marked in preparation for the spreadsheets to be utilized at the hearing to dismiss the bankruptcy proceedings scheduled for Friday, 12/05/03 and the motion to extend the receivership not yet scheduled; travel to and from meeting with Mike Verisco at his office; travel to and from 4620 N. Hale to begin inventory of the seized assets located at 4620 N. Hale and 4618 N. Hale; began dictation and preparation of the spreadsheets detailing all of the assets located at 4620 and 4618 N. Hale; reviewed additional banking documents including cancelled checks and bank statements not previously produced to Mike Verdisco with regarding to People's Credit First and Commercial Credit; travel to and from Mike Verdisco's office for attendance at an afternoon conference to discuss additional documents found; attended afternoon meeting with Mike Verdisco to discuss the additional bank documents including cancelled checks and additional bank statements located at the property Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 33 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 33 of 43 PagelD 524 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 12/02/03 J. Pelletier 12/03/03 S. Vestinos 12/03/03 J. Pelletier Case 4:14-cv-00815-BCW -50 -50 -50 Page 4 in preparation for the spreadsheets to be utilized at the hearing to dismiss the bankruptcy proceedings scheduled for Friday, 12/05/03 and the motion to extend the receivership not yet scheduled; received and reviewed all documents from Mike Verdisco and began preparing them as exhibits to be attached to the receiver's motion to extend the receivership Travel to and from 4620 N. Hale to begin inventory of the seized assets located at 4620 N. Hale and 4618 N. Hale; began dictation and preparation of the spreadsheets detailing all of the assets located at 4620 and 4618 N. Hale Travel to and from S. MacDill location and attendance at the conference with landlord regarding removal of company assets from space and to pick up the mail; travel to and from 4620 N. Hale to begin inventory of the seized assets located at 4620 N. Hale and 4618 N. Hale; continued dictation and preparation of the spreadsheets detailing all of the assets located at 4620 and 4618 N. Hale; assisted John Pelletier with mail sorting and review; received and reviewed Memorandum from Mark Bernet regarding outstanding tasks to be completed by week end; conference with Mark Bernet regarding same Travel to and from 4620 N. Hale to begin inventory of the seized assets located at 4620 N. Hale and 4618 N. Hale; began dictation and preparation of the spreadsheets detailing all of the assets located at 4620 and 4618 N. Hale Document 194-3 Filed 12/05/14 Page 34 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 34 of 43 PagelD 525 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT LEGAL SERVICES - MARK J. BERNET AS RECEIVER Ref. No. 50102-000002 12/04/03 S. C. Davis 12/04/03 12/04/03 12/04/03 12/05/03 12/05/03 12/05/03 12/05/03 S. Vestinos Pelletier C. Beyer J. Bernet Vestinos Pelletier C. Beyer 0 7. -20 00 -50 -80 -80 -00 -50 - 90 January 22, 2004 Invoice No. 9769496 Page 5 Prepared notice of filing affidavit re: financial advisor; Travel to and from 4620 N. Hale to begin inventory of the seized assets located at 4620 N. Hale and 4618 N. Hale; continued dictation and preparation of the spreadsheets detailing all of the assets located at 4620 and 4618 N. Hale; assisted John Pelletier with mail sorting and review Travel to and from 4620 N. Hale to begin inventory of the seized assets located at 4620 N. Hale and 4618 N. Hale; began dictation and preparation of the spreadsheets detailing all of the assets located at 4620 and 4618 N. Hale Review file and conduct legal research in preparation for tomorrow's hearing on receiver's motion to dismiss bankruptcy cases as bad faith filing (3.1); begin drafting outline for argument on same. Prepare memo re: bankruptcy hearings Travel with Mark Bernet and John Pelletier to view Waters Avenue facility; Hale Facility and MacDill Avenue facility and discuss plans for moving office contents. Travel with Mark Bernet and Serena Vestinos to view Waters Avenue facility; Hale Facility and MacDill Avenue facility and discuss plans for moving office contents Complete drafting of outline for receiver's argument at hearing on motions to dismiss bankruptcy filings as having been made in bad faith (2.0); Conduct hearing on same (1.5); Telephone conference Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 35 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 35 of 43 PagelD 526 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 6 12/08/03 12/08/03 12/08/03 12/09/03 12/09/03 S. C. Davis S. J. Galewski S. J. Galewski S. Vestinos J. Pelletier 12/10/03 M. J. Bernet 12/10/03 S. Vestinos 0.70 5.00 with V. Verduce of the Federal Trade commission regarding same (0.4); Conference with Receiver regarding status of motions; prepared memo to Receiver regarding contempt motion. Tele-conference with D. Drake at Mercantile Bank regarding loss on charge backs. Review rights of bank to surcharge receiver estate for charge backs on canceled checks. Travel to and from Post Office with John Pelletier to collect mail; assisted John Pelletier with mail sorting and review; travel to and from SunTrust Bank to handle bank deposits and administration of bank accounts for Consumer First and People's Credit; prepared payments received on accounts for Consumer First and People's Credit for deposit at SunTrust; corresponded with Valerie Verduce at the FTC regarding the Shelton Sports Car freeze of assets letters and their response to same Travel to and from Post Office with Serena Vestinos to collect mail; assisted Serena Vestinos with mail sorting and review; Travel to and from Waters Avenue facility to collect boxes of documents to be copied Revise orders dismissing bankruptcy cases Travel to and from Post Office with John Pelletier to collect mail; assisted John Pelletier with mail sorting and review; prepared payments to the Utilities companies (TECO and Verizon) for Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 36 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 36 of 43 PagelD 527 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 a LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 12/10/03 D. Marinberg 12/10/03 J. Pelletier 12/11/03 S. Vestinos .00 .00 -50 Page 7 4618 and 4620 N. Hale; corresponded with Valerie Verduce at the FTC regarding the Bank of America freeze of assets letters and their response to same; prepared payments received on accounts for Consumer First and People's Credit for deposit at SunTrust; travel to and from SunTrust Bank to handle bank deposits and administration of bank accounts for Consumer First and People's Credit; drafted correspondence to Tom Little for Mark Bernet's signature regarding the document review on 12/12/03; drafted correspondence to Tom Little for Mark Bernet's signature regarding Shaun Olmstead's personal mail Draft Findings of Fact & Conclusions of Law. Travel to and from Post Office with Serena Vestinos to collect mail; assisted Serena Vestinos with mail sorting and review; delivered payments to the Utilities companies (TECO and Verizon) for 4618 and 4620 N. Hale Travel to and from 4618 and 4620 N. Hale with the John Pelletier; continued review and organization key documents with regard to financials, manager agendas and preliminary summary of corporate entities and financials in preparation of case summary and the dictation of the inventory of the assets; travel to and from SunTrust to handle bank deposits and administration of bank accounts for Consumer First and People's Credit; began preparation of documents for document review Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 37 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 37 of 43 PagelD 528 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 8 to be held by Buchanan Ingersoll by Tom Little, counsel for Julie Connell, Shaun Olmstead and Billy Joe Pardee 12/11/03 J. Pelletier 8.50 Continue review and inventory of documents and items at 4620 N. Hale 12/11/03 H. C. Beyer 2.50 Conduct background research for and draft findings of fact, conclusions of law, and order on Receiver's emergency motions to dismiss. 12/12/03 S. Vestinos 1.00 Assisted John Pelletier in the preparation of documents for document review to be held at Buchanan Ingersoll by Tom Little, counsel for Julie Connell, Shaun Olmstead and Billy Joe Pardee 12/12/03 J. Pelletier 7.50 Prepare documents to be reviewed by Shaun Olmstead, Julie Connell, Billie Pardee Dee Hoffman and their counsel, Tom Little; Attend document production 12/15/03 M. J. Bernet 3.50 Revise motion to expand receivership 12/15/03 J. Pelletier 4.00 Travel to and from the post office to pick up mail; Review mail sorting procedure with Mary Ann Bernet; Travel to and from Hale Avenue facility to pick up window envelopes to be used in mailing the signed certificates and checks back to the consumers; Conference with Mark Bernet to discuss availability for Defendant's hard drive copying at Hale Avenue facility 12/16/03 M. J. Bernet 1.20 Prepare form letter to return merchandise orders to consumers 12/16/03 M. J. Bernet 0.50 Prepare letter to attorney re: status and inability to pay refund 12/16/03 M. J. Bernet 0.90 Analysis of mail situation 12/16/03 M. J. Bernet 1.00 Conference with attorneys and paralegals re: various matters 12/16/03 M. J. Bernet 2.30 Prepare motion to extend receivership Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 38 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 38 of 43 PagelD 529 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 9 12/16/03 M. J. Bernet .80 Telephone call from V. Verduce re: status and her settlement on preliminary injunction hearing 12/16/03 M. J. Bernet .50 Prepare for 341 meetings 12/16/03 S. Vestinos .00 Telephone conference with Corporal Bradford at the Hillsborough County Sheriff's office regarding off duty police services to escort Mark Bernet to the site review on 12/18/03; preparation and organization of file materials and exhibits in preparation for the hearing set for December 23, 2003 12/16/03 D. Marinberg -40 Review Rule 9011 for filing sanctions motion. 12/17/03 M. J. Bernet . 80 Revise motion to expand receivership as to Dynamic Fulfillment 12/17/03 M. J. Bernet 50 Analysis of mail issue 12/17/03 M. J. Bernet .90 Revise Receiver's motion for sanctions in Dynamic Fulfillment 12/17/03 M. J. Bernet .30 Prepare letter to T. Little re: inspection parameters 12/17/03 M. J. Bernet -30 Telephone call from J. Allen (Skin Wisdom) re: distribution issues 12/17/03 S. Vestinos .00 Travel to and from SunTrust Bank to handle bank deposits and administration of bank accounts for Consumer First and People's Credit; prepared payments received on accounts for Consumer First and People's Credit for deposit at SunTrust; drafted bill payments to vendors; telephone conference with Corporal Bardford at the Hillsborough County Sheriff's office regarding hours worked and payment of off duty police services to escort Mark Bernet to the site review on 12/11/03; continued preparation and organization of file materials and exhibits in preparation for the hearing set for December 23, 2003; reviewed and revised inventory Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 39 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 39 of 43 PagelD 530 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 10 list; telephone conference with Corporal Bradford at the Hillsborough County Sheriff's office regarding off duty police services to escort Mark Bernet to the site review on 12/18/2003 12/17/03 D. Marinberg 2.80 Drafted Receiver's Motion for Sanctions under Rule 9011. 12/18/03 M. J. Bernet 3.50 Attendance at computer technician's imaging of computer hard drives 12/18/03 M. J. Bernet 1.50 Prepare motions for sanctions in Soho Holdings, Generation Housing, Foundation Commercial Properties, Dynamic Fulfillment, Product Dynamics and Nu Products bankruptcy cases 12/18/03 S. Vestinos 6.50 Continued preparation and organization of file materials and exhibits in preparation for the hearing set for December 23, 2003; sorted and reviewed mail that required special attention with the regard to bill payments, complaints, orders and miscellaneous mail items that were forwarded to our attention by mistake; telephonic discussions with John Pelletier regarding the site visit and imaging of the computers at the Hale location 12/18/03 J. Pelletier 5.00 Continued preparation and organization of file materials and exhibits in preparation for the hearing set for December 23,2003; sorted and reviewed mail that required special attention with the regard to bill payments, complaints, orders and miscellaneous mail items that were forwarded to our attention by mistake; telephonic discussions with Serena Vestinos regarding the Site visit and imaging of the computers at the Hale location Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 40 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 40 of 43 PagelD 531 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Ref. No. 50102-000002 12/19/03 M. J. Bernet 12/19/03 S. Vestinos 12/19/03 J. Pelletier 12/22/03 S. Vestinos 6. 60 00 .00 .00 Invoice No. 9769496 Page 11 Final revisions to motions for Sanctions in 6 bankruptcy cases Continued preparation and organization of file materials and exhibits in preparation for the hearing set for December 23, 2003; sorted and reviewed mail that required special attention with the regard to bill payments, complaints, orders and miscellaneous mail items that were forwarded to our attention by mistake; telephonic discussions with John Pelletier regarding mial, UPS packages, consumers and the outstanding exhibits needed for the hearing on December 23, 2003; reviewed and balanced checkbooks for People's Credit and Consumer Preferred Continued preparation and organization of file materials and exhibits in preparation for the hearing set for December 23, 2003; sorted and reviewed mail that required special attention with the regard to bill payments, complaints, orders and miscellaneous mail items that were forwarded to our attention by mistake; telephonic discussions with Serena Vestinos regarding mail, UPS packages, consumers and the outstanding exhibits needed for the hearing on December 23, 2003 Began review and organization of documents duplicated for purposes of bates labeling and indexing; began summary of documents collected from Dee Hoffman's office, Julie Connell's office, Shaun Olmstead's office and Breeze's Desk; continued review and sorting of mail that required special attention with the regard Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 41 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 41 of 43 PagelD 532 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 12 12/23/03 12/23/03 12/24/03 12/29/03 12/29/03 12/30/03 12/30/03 12/31/03 12/31/03 S. Vestinos J. Pelletier J. Pelletier S. Vestinos J. Pelletier S. Vestinos J. Pelletier S. Vestinos J. Pelletier Case 4:14-cv-00815-BCW 5.00 1.50 7.50 1.00 to bill payments, complaints, orders and miscellaneous mail items that were forwarded to our attention by mistake Telephone conference with Corporal Bradford at the Hillsborough County Sheriff's office regarding hours worked and payment of off duty police services to escort Mark Bernet to the site review on 12/18/03; prepared payments received on accounts for Consumer First and People's Credit for deposit at SunTrust; travel to and from SunTrust Bank to handle bank deposits and administration of bank accounts for Consumer First and People's Credit Prepared payments received on accounts for Consumer First and People's Credit for deposit at SunTrust Review projects Reviewed e-mail from Mark Bernet regarding objectives; conference with John Pelletier regarding same. Continue inventory of 4618 Hale Phone conference with John Pelletier regarding project status and location of file materials and documents. Review projects; phone conferences with Mark Bernet, Valerie Verduce and Candace Caldaron regarding various matters Discussions with John Pelletier regarding objectives and inventory matters, employee sheets, documents needed for FBI, and discussions with reporter. Review projects; phone conferences with Mark Bernet and Candace Caldaron regarding various matters Total Hours 228.00 Document 194-3 Filed 12/05/14 Page 42 of 44 Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 42 of 43 PagelD 533 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT LEGAL SERVICES - MARK J. BERNET AS RECEIVER Ref. No. 50102-000002 Page 13 Total Legal Services Disbursements 12/02/02 Mileage - S. E. Vestinos Travel to 4620 N. Hale to dictate inventory 12/02/02 Mileage - S. E. Vestinos Travel to M. Verdisco's office at Gulf Atlantic Capital to discuss spreadsheets necessary and prepare for hearing 10/03/03 Telephone - S. E. Vestinos Cell phone expenses for the day of the raid on 4620 N. Hale location to review documents and identify exhibits 11/12/03 Parking - J. Pelletier Travel to Hillsborough county sheriff's office for FTC raid 11/12/03 Parking - S. E. Vestinos Travel to Hillsborough county sheriff's office 11/12/03 Mileage - J. Pelletier Travel to Hillsborough county sheriff's office for FTC raid 11/12/03 Mileage - S. E. Vestinos Travel to Hillsborough county sheriff's office 11/13/03 Mileage - S. E. Vestinos Travel to 4620 N. Hale to review documents and identify exhibits 11/15/03 Mileage - J. Pelletier Travel to 4620 N. Hale to review documents 11/15/03 Mileage - S. E. Vestinos Travel to 4620 N. Hale to review documents and identify exhibits 11/15/03 S & W Detectives, Inc - Service of Process (Federal Subpoena) 11/15/03 S & W Detectives, Inc - Service of Process (Federal Subpoena) 11/17/03 S & W Detectives, Inc - Service of Process (Federal Subpoena) 11/18/03 S & W Detectives, Inc - Service of Process on John Clement (Federal Supoena) 11/18/03 On-Line Search Service S. Galewski8 11/18/03 Mileage - J. Pelletier Travel to post office 11/19/03 Mileage - S. E. Vestinos Travel to post office 11/19/03 On-Line Search Service J. Galewski 11/20/03 On-Line Search Service S. Vestino 11/20/03 Messenger/Delivery Service - Corporate Courier - Bernet 11/20/03 Mileage - S. E. Vestinos Travel to post office January 22, Invoice No. 2004 9769496 So1,179. 12 59. 12. 15. Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 43 of 44 50 50 -96 04 50 ? Case 8:03-cv-02353-TBM Document 52 Filed 01/29/04 Page 43 of 43 PagelD 534 MARK J. BERNET AS RECEIVER FOR PEOPLES CREDIT January 22, 2004 LEGAL SERVICES - MARK J. BERNET AS RECEIVER Invoice No. 9769496 Ref. No. 50102-000002 Page 14 11/21/03 Mileage - S. E. Vestinos Travel to post office 4.68 11/21/03 On-Line Search Service J. Gatto 136.50 12/02/03 Mileage - J. Pelletier Travel to 4620 Hale and 9.36 post office 12/03/03 Mileage - S. E. Vestinos Travel to 4620 N. Hale 4.50 to dictate inventory 12/03/03 Mileage - S. E. Vestinos Travel to S. MacDill 5.04 location to attend conference with landlord regarding removal of company assets 12/03/03 Mileage - J. Pelletier Travel to 4620 Hale and 9.36 post office 12/04/03 Mileage - S. BE. Vestinos Prepare for hearing; 4.50 lunch with J. Pelletier 12/04/03 Mileage - J. Pelletier Travel to 4620 Hale and 9.36 post office 12/06/03 Johnson Transcription Service- Transcipt of 70.00 hearing excerp (Court's Ruling 12-5-03) 12/08/03 Mileage - J. Pelletier Travel to 4620 Hale and 10.44 post office 12/11/03 Mileage - J. Pelletier Travel to 4620 Hale 7.20 12/12/03 Mileage - J. Pelletier Travel to 4620 Hale to 7.20 pick up personal property of J. Connell 12/15/03 Mileage - J. Pelletier Travel to 4620 Hale and 4.68 post office 12/17/03 Photocopies J. Parra 1.60 12/17/03 On-Line Search Service M. Bernet 13.99 12/17/03 Express Mail - FedEx - Jeryl Parra 9.98 Disbursements $1,220.78 Total Due this Invoice $32,400.28 Case 4:14-cv-00815-BCW Document 194-3 Filed 12/05/14 Page 44 of 44