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Contract analysis / closing-letter-to-client.docx
closing-letter-to-client.docx
High · 0
Medium · 2
Standard · 6
1. Settlement Payment
Standard
⚑ Commercial term
1. Settlement Payment Under the Settlement Agreement, Desmond R. Rennick is personally obligated to pay you a total settlement amount of Nine Hundred Seventy-Five Thousand Dollars ($975,000.00) (the "Settlement Amount"), payable in two installments, as follows: First Installment. Six Hundred Thousand Dollars ($600,000.00), due and payable within fifteen (15) business days following the date of full execution of the S
2. Restated Distribution Waterfall — Key Terms
Standard
⚑ Commercial term
2. Restated Distribution Waterfall — Key Terms The Restated Distribution Waterfall is effective as of January 1, 2023, and expressly supersedes all prior waterfall schedules, distribution provisions, and related amendments under the Partnership Agreement for Coastal Meridian Productions LLP dated March 8, 2017, as amended January 15, 2019. The following is a summary of the principal structural reforms we negotiated o
3. Mutual Release
3. Mutual Release Both parties have executed a mutual general release of all claims, demands, causes of action, obligations, damages, and liabilities of any kind or nature, whether known or unknown, arising from or related to CMP's financial affairs for the period from the inception of the partnership through December 31, 2022. Both parties have expressly waived the protections of California Civil Code Section 1542,
4. Dismissal of Lawsuit
Standard
⚑ Commercial term
4. Dismissal of Lawsuit Upon our confirmation that you have received the First Installment of $600,000.00 on or before August 4, 2023, Calderwood & Harkness will file the Joint Stipulation for Dismissal of the entire action with prejudice in the Los Angeles Superior Court, Case No. 23STCV01897. Mr. Rennick's counterclaim will be dismissed with prejudice simultaneously. Pursuant to the Settlement Agreement, each side
5. Non-Disparagement and Confidentiality
Medium
⚑ Forum / governing law
5. Non-Disparagement and Confidentiality We wish to remind you that the Settlement Agreement includes mutual non-disparagement provisions. Neither you nor any of the Rennick Parties shall make any disparaging, defamatory, or derogatory statements about the other party in connection with CMP, the lawsuit, the settlement, or the events giving rise to the dispute. This obligation is ongoing and survives the dismissal of
6. Document Retention
6. Document Retention Calderwood & Harkness will retain your complete file for this matter in accordance with the firm's standard document-retention policy, which provides for the secure storage of closed-matter files for a period of ten (10) years following the date of the closing letter. At the expiration of that period, the file will be subject to destruction unless you instruct us otherwise in writing. The execut
1. Engagement Letter (dated October 10, 2022)
1. Engagement Letter (dated October 10, 2022)
2. Pre-Litigation Demand Letter (dated November 18, 2022)
2. Pre-Litigation Demand Letter (dated November 18, 2022)
3. Internal Case Assessment Memorandum
3. Internal Case Assessment Memorandum
4. Forensic Accounting Analysis Summary (prepared by Tillerman Forensic Advisory LLC)
4. Forensic Accounting Analysis Summary (prepared by Tillerman Forensic Advisory LLC)
5. Complaint (Fonseca v. Rennick et al., filed January 23, 2023)
5. Complaint (Fonseca v. Rennick et al., filed January 23, 2023)
6. Mediation Brief (submitted to Apex Mediation Services, June 2023)
6. Mediation Brief (submitted to Apex Mediation Services, June 2023)
7. Settlement Term Sheet (executed June 28, 2023)
7. Settlement Term Sheet (executed June 28, 2023)
8. Settlement Agreement and Mutual Release (executed July 14, 2023)
8. Settlement Agreement and Mutual Release (executed July 14, 2023)
9. Restated Distribution Waterfall (Exhibit A to Settlement Agreement)
9. Restated Distribution Waterfall (Exhibit A to Settlement Agreement)
10. Joint Stipulation for Dismissal (to be filed upon receipt of First Installment)
10. Joint Stipulation for Dismissal (to be filed upon receipt of First Installment)
11. This Closing Letter (dated July 14, 2023)
11. This Closing Letter (dated July 14, 2023)
12. Matter Closing Memorandum
12. Matter Closing Memorandum
7. Final Invoice and Fee Summary
Standard
⚑ Commercial term
7. Final Invoice and Fee Summary The final invoice for Calderwood & Harkness Matter No. 1035-00004 will be rendered in the August 2023 billing cycle. For purposes of your planning, we provide the following summary of the fees and costs incurred in this matter: The remaining balance of approximately $73,500.00, together with any outstanding disbursements not yet invoiced, will appear on the final invoice. Consistent w
8. Assessment of Outcome
Standard
⚑ Commercial term
8. Assessment of Outcome We believe this settlement represents an excellent outcome for you, measured both in monetary terms and in the structural protections it secures for the future of your partnership interest. On the monetary side, the $975,000.00 recovery represents approximately 69.3% of the total claim, which we valued at approximately $1,407,589 inclusive of estimated pre-judgment interest at the 10% statuto
9. Next Steps and Action Items
9. Next Steps and Action Items To ensure a smooth transition following the closing of this matter, we ask that you attend to the following items:
1. First Installment — August 4, 2023. Monitor your designated bank account for receipt o
1. First Installment — August 4, 2023. Monitor your designated bank account for receipt of the First Installment of $600,000.00, which is due on or before August 4, 2023. If you have not received the wire transfer by the close of business on that date, please notify our office immediately.
2. Second Installment — October 15, 2023. Monitor for receipt of the Second Installment o
2. Second Installment — October 15, 2023. Monitor for receipt of the Second Installment of $375,000.00, which is due on or before October 15, 2023. Again, please notify us immediately if payment is not received by that date.
3. Waterfall Restatement. Cooperate with Howard Moss and the team at Clearfield & Moss CP
3. Waterfall Restatement. Cooperate with Howard Moss and the team at Clearfield & Moss CPAs as they work to restate the applicable quarterly waterfall schedules within thirty (30) days of the Effective Date. They may need access to certain records in your possession, and prompt cooperation will help ensure the restatement is completed on schedule.
4. First Quarterly Report. Expect to receive the first quarterly financial-reporting pack
Medium
⚑ Notice / time limit to track
4. First Quarterly Report. Expect to receive the first quarterly financial-reporting package under the new regime for the third quarter of 2023 (the quarter ending September 30, 2023). That package is due within 45 days of the quarter-end — that is, by approximately mid-November 2023.
5. Ongoing Questions. Should any questions arise regarding the enforcement of any settlem
Standard
⚑ Commercial term
5. Ongoing Questions. Should any questions arise regarding the enforcement of any settlement term, the restated waterfall, the annual audit process, or any other matter related to CMP or the partnership, please do not hesitate to contact Calderwood & Harkness. It has been a genuine privilege to represent you in this matter, Ms. Fonseca. We are proud of the result we achieved together, and we are confident that the se