1035-00005 · Marguerite Delp · Engagement & Administration

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CALDERWOOD & HARKNESS LLP

INTERNAL MEMORANDUM

PRIVILEGED AND CONFIDENTIAL

CONFLICT CHECK MEMORANDUM

CONFIDENTIALITY LEGEND: This memorandum is prepared for internal use only and is subject to attorney-client privilege and work product protection. This document contains information that is privileged, confidential, and exempt from disclosure under applicable law. It is intended solely for the use of the individuals to whom it is addressed and authorized members of the Conflicts Committee. Any dissemination, distribution, copying, or other use of this memorandum or the information contained herein by or to anyone other than the intended recipient(s) is strictly prohibited. If you have received this memorandum in error, please notify the sender immediately.

I. Purpose

This memorandum documents the results of a comprehensive conflicts of interest check conducted in connection with the proposed engagement of Calderwood & Harkness LLP ("the Firm") to represent Marguerite D. Fonseca ("Ms. Fonseca" or "proposed client") in a contested probate proceeding involving the estate of her late husband, Teodoro R. Fonseca (the "decedent," d. September 3, 2022), currently pending in the Los Angeles County Superior Court, Probate Division, under Case No. 22STPB09714 (the "Matter").

The conflicts check was initiated on October 7, 2022, immediately following the initial client intake consultation, and was completed on October 10, 2022. The check was run through the Firm's electronic conflicts management system (IntegriCheck™) and was supplemented by targeted written and oral inquiries directed to the leaders of all six practice groups within the Firm — namely, Trusts & Estates, Litigation, Corporate, Real Estate, Entertainment, and Tax — as well as to the individual members of the proposed engagement team. This memorandum sets forth in detail the parties and entities screened, the methodology employed, the results obtained, the analysis of any potential issues identified, and the undersigned's recommendation regarding the clearance of this engagement.

II. Summary of Proposed Engagement

A. Client. The proposed client is Marguerite Delphine Fonseca, age 54, a media and entertainment executive residing at 1847 Coldwater Canyon Drive, Beverly Hills, California 90210. Ms. Fonseca is the surviving spouse of the decedent, Teodoro R. Fonseca, to whom she was married on June 14, 2008, in Los Angeles County, California. Since 2009, Ms. Fonseca has served as the Chief Creative Officer of Lumiére Canyon Studios LLC, a film and television production company that she co-founded with the decedent. Ms. Fonseca is a well-known figure in the Los Angeles entertainment industry, and the Firm should be aware that this matter may attract media attention.

B. Nature of Matter

The proposed representation concerns a contested probate proceeding arising from the decedent's intestacy. Teodoro R. Fonseca died on September 3, 2022, as a result of cardiac arrest. He died without a valid will, trust, or other testamentary instrument. Ms. Fonseca filed a Petition for Letters of Administration with the Los Angeles County Superior Court, Probate Division, on October 5, 2022, seeking appointment as the personal representative of the decedent's estate.

The estimated value of the probate estate is approximately $71,112,000, based on the proposed client's preliminary estimates. This figure encompasses real property, business interests (including the decedent's membership interests in Lumiére Canyon Studios LLC and Pacific Rim Narrative Partners LLC), financial accounts, insurance proceeds, and personal property.

The key contested issues anticipated in this proceeding include:

1. Asset characterization — Disputes are expected regarding the classification of certain estate assets as community property versus the decedent's separate property, which will directly affect the surviving spouse's share under California Probate Code sections 6401 and 6402.

2. Validity of an alleged premarital agreement — The decedent's adult children are expected to assert the existence and enforceability of a premarital agreement purportedly dated May 30, 2008 (approximately two weeks before the marriage). Ms. Fonseca denies having executed any such agreement, or alternatively contends that any such document, if it exists, was procured under circumstances rendering it voidable under California Family Code section 1615.

3. Competing claims by the decedent's adult children — Three adult children from the decedent's first marriage are expected to contest the Petition for Letters of Administration and to seek appointment of an independent administrator, as well as to advance claims to a greater share of the estate than they would otherwise receive under the intestacy statutes.

C. Adverse Parties

The following individuals have been identified as adverse or potentially adverse parties in this proceeding:

1. Rafael T. Fonseca, age 33, the eldest child of the decedent from his first marriage to Claudette Marchetti. Rafael is currently employed as Vice President of Development at Crestline Media Group Inc. He resides at 502 Olive Avenue, Unit 3, Burbank, California 91502. Rafael is expected to serve as the lead contestant and the primary point of contact for the adverse party group.

2. Isabela C. Fonseca-Greer, age 30, the middle child of the decedent from his first marriage. Isabela is the principal of Amber Light Documentary Films LLC, a California limited liability company (CA SOS Filing No. 201912360185). She is married to Connor Greer. The couple resides at 78 Eucalyptus Lane, Santa Monica, California 90402. Of note, the estate may hold a claim against Isabela arising from an alleged promissory note in the principal amount of $1,200,000, purportedly reflecting a loan from the decedent to Amber Light Documentary Films LLC.

3. Nicolás R. Fonseca, age 26, the youngest child of the decedent from his first marriage. Nicolás is currently a graduate student and resides at 1190 Elm Street, Apt. 4B, Palo Alto, California 94301.

Additionally, Claudette Marchetti, age 60, the decedent's first wife, has been identified as a potential declarant or witness in the proceeding. Ms. Marchetti resides at 3200 Laurel Terrace, Pasadena, California 91101. She received a divorce settlement of $4,800,000 in 2005 and a spousal support buyout of $1,500,000 in 2007 upon the dissolution of her marriage to the decedent. Although Ms. Marchetti is not expected to assert a direct claim against the estate, she may provide testimony regarding the alleged premarital agreement and the decedent's asset holdings predating the second marriage.

D. Opposing Counsel

The decedent's adult children (Rafael, Isabela, and Nicolás) are represented by Brennan, Ortega & Saldívar LLP, located at 1900 Avenue of the Stars, Suite 2100, Los Angeles, California 90067. The lead attorney is Damian R. Ortega, a partner at the firm. He is assisted by Lydia Kwan, an associate. Brennan, Ortega & Saldívar is a boutique litigation firm with a recognized practice in trusts and estates disputes in the Los Angeles area.

III. Parties and Entities Screened

The following is a comprehensive listing of all individual names, law firms, business entities, financial institutions, service providers, professional advisors, and real properties screened against the Firm's electronic conflicts management system and lateral hire representations database. Each entry was searched using full-name, partial-name, alias, reverse-party, and entity-name protocols, as described further in Section IV below.

A. Individual Parties

1. Marguerite D. Fonseca — proposed client; surviving spouse of decedent.

2. Teodoro R. Fonseca — decedent.

3. Rafael T. Fonseca — adverse party; contestant; eldest child of decedent.

4. Isabela C. Fonseca-Greer — adverse party; contestant; middle child of decedent.

5. Connor Greer — spouse of contestant Isabela C. Fonseca-Greer.

6. Nicolás R. Fonseca — adverse party; contestant; youngest child of decedent.

7. Claudette Marchetti — decedent's first wife; potential declarant/witness; age 60; residing at 3200 Laurel Terrace, Pasadena, CA 91101; received $4,800,000 divorce settlement in 2005 and $1,500,000 spousal support buyout in 2007.

B. Law Firms

1. Brennan, Ortega & Saldívar LLP — adverse counsel; 1900 Avenue of the Stars, Suite 2100, Los Angeles, CA 90067.

2. Damian R. Ortega — individual attorney (partner) at adverse counsel firm.

3. Lydia Kwan — individual attorney (associate) at adverse counsel firm.

C. Business Entities — Estate Assets and Affiliated Companies

1. Lumiére Canyon Studios LLC — California limited liability company; formed March 18, 2009; CA SOS Filing No. 200906410337; principal office at 4200 West Olive Avenue, Burbank, CA 91505. The decedent held a 50% membership interest, valued at approximately $15,800,000. Ms. Fonseca holds the remaining 50% membership interest. The enterprise value of the LLC was approximately $31,600,000 as of December 31, 2021, per internal financial statements.

2. Pacific Rim Narrative Partners LLC ("PRNP") — California limited liability company; formed 2015; CA SOS Filing No. 201518720492; principal office at 8455 Beverly Boulevard, Suite 310, Los Angeles, CA 90048. Managing member: Victor Sandoval. The decedent held a 35% membership interest, valued at approximately $27,475,000. PRNP is a media-focused investment fund with assets under management of approximately $78,500,000.

3. Victor Sandoval — managing member of PRNP.

4. Amber Light Documentary Films LLC — California limited liability company; CA SOS Filing No. 201912360185. Production company owned and operated by Isabela C. Fonseca-Greer. This entity is the subject of an alleged $1,200,000 promissory note claim held by the estate, representing a purported loan from the decedent to the company.

5. Crestline Media Group Inc. — California corporation; employer of Rafael T. Fonseca (Vice President of Development).

D. Financial Institutions and Service Providers

1. Veltara Basin Bank, N.A. — 700 South Hope Street, Los Angeles, CA 90017. The decedent's primary banking institution. Relationship manager: Franklin Ybarra. Known accounts include: brokerage account ending in -4782, checking account ending in -3091, and money market account ending in -6155.

2. Franklin Ybarra — relationship manager at Veltara Basin Bank, N.A.

3. Meridian Mutual Life Insurance Co. — California-domiciled insurance company. Issuer of a $3,000,000 term life insurance policy covering the decedent, Policy No. GH-TL-2019-05582.

4. Commonwealth Fidelity Assurance Corp. — Connecticut-domiciled insurance company. Issuer of a $2,000,000 whole life insurance policy covering the decedent, Policy No. GH-WL-2014-01247.

5. Garnet Hill Insurance Brokerage Inc. — 1230 Rosecrans Avenue, Suite 400, Manhattan Beach, CA 90266. Insurance broker for the decedent's life insurance policies. Contact: Paul Rennert.

6. Paul Rennert — broker, Garnet Hill Insurance Brokerage Inc.

7. Coastline Title & Escrow Co. — 9401 Wilshire Boulevard, Suite 720, Beverly Hills, CA 90212. Title company utilized for the Beverly Hills and Malibu residential properties. Contact: Andrea Solis.

8. Andrea Solis — contact, Coastline Title & Escrow Co.

E. Professional Advisors (Potential Engagement)

1. Ashford Fiduciary Services Inc. — 600 Wilshire Boulevard, Suite 1450, Los Angeles, CA 90017. Proposed neutral estate administrator. Principal officer: Gerald Whitmore. Anticipated fee structure: $8,500 per month, plus 0.15% of assets under administration per annum.

2. Gerald Whitmore — principal officer, Ashford Fiduciary Services Inc.

3. Pinnacle West Appraisal Group LLC — 4100 MacArthur Boulevard, Suite 200, Newport Beach, CA 92660. Proposed appraiser to be retained on behalf of the client. Lead appraiser: Dr. Sandra Fujimoto, ASA, CVA.

4. Dr. Sandra Fujimoto — lead appraiser, Pinnacle West Appraisal Group LLC.

5. Hargrove & Linden Appraisals Inc. — 2600 Michelson Drive, Suite 800, Irvine, CA 92612. Anticipated appraiser to be retained by the contestants. Lead appraiser: Morton Linden, CFA, ASA.

6. Morton Linden — lead appraiser, Hargrove & Linden Appraisals Inc.

7. Ridgeway Accounting Partners LLP — 515 South Flower Street, Suite 3600, Los Angeles, CA 90071. Proposed estate accountant. Lead accountant: Dennis Chua, CPA.

8. Dennis Chua — lead accountant, Ridgeway Accounting Partners LLP.

F. Real Property

1. 1847 Coldwater Canyon Drive, Beverly Hills, CA 90210 — Beverly Hills Residence; current fair market value estimated at $8,450,000. This is the marital home of the proposed client and the decedent.

2. 27100 Pacific Coast Highway, Malibu, CA 90265 — Malibu Beach House; current fair market value estimated at $6,200,000. This property was purchased on August 22, 2007, for $4,750,000. The characterization of this property as community or separate property may be at issue given that the purchase predates the June 2008 marriage.

IV. Methodology

The conflicts search was conducted in accordance with the Firm's Conflict of Interest Policy (Revised January 2022) and the requirements of the California Rules of Professional Conduct, Rules 1.7 (Conflict of Interest: Current Clients) and 1.9 (Duties to Former Clients). The following specific steps were undertaken:

1. Electronic Database Search. All names and entities listed in Section III above were entered into the Firm's electronic conflicts management system, IntegriCheck™ (Version 8.4.1). The system was queried using the following search protocols:

(a) Full-name search — Each individual and entity name was searched exactly as listed, including all known aliases, maiden names, alternative spellings, and "doing business as" designations.

(b) Partial-name search — Truncated versions of each name were searched to capture variations in spelling, abbreviation, or transliteration (e.g., "Fonseca," "Fonseca-Greer," "Greer," "Lumiére Canyon," "Lumiere Canyon," "Pacific Rim Narrative," etc.).

(c) Alias and variant search — Known nicknames, shortened names, and professional names were included (e.g., "Nico Fonseca" for Nicolás R. Fonseca; "Teo Fonseca" for Teodoro R. Fonseca).

(d) Entity search — All business entities were searched by full legal name, abbreviated name, commonly known name, and California Secretary of State filing number where available.

(e) Reverse-party search — Each screened name was queried in both the "client" and "adverse party" fields of the database to identify any instance in which a screened party appeared in any capacity in any current or historical matter file.

2. Cross-Referencing Against Matter Files. The results of the electronic search were cross-referenced against the Firm's complete inventory of current and closed matter files, encompassing all matters opened from the date of the Firm's inception through October 10, 2022. This cross-reference was performed to ensure that any matter involving a screened party — whether as client, adverse party, witness, co-counsel, or interested entity — was identified and reviewed.

3. Practice Group Leader Inquiries. On October 7, 2022, the undersigned circulated a written inquiry memorandum (the "Conflicts Inquiry Memorandum") to the leaders of all six Firm practice groups: Trusts & Estates (Sylvia Whitfield), Litigation (Cameron Reeves), Corporate (Jonathan Hale), Real Estate (Margaret Osborne), Entertainment (David Choi), and Tax (Helen Tanaka). The memorandum requested that each practice group leader identify any current or former representation involving any of the parties, entities, or individuals listed in Section III, or any other matter that might give rise to a conflict of interest or the appearance of a conflict. All six practice group leaders responded to the inquiry, and their responses are documented in the Firm's conflict check file for this matter.

4. Date Range. The search encompassed all matter records from the Firm's inception through October 10, 2022, without limitation as to date of opening or closing.

5. Lateral Hire Representations Database. The Firm's lateral hire representations database was reviewed to determine whether any attorney who laterally joined Calderwood & Harkness LLP brought with them any prior representations of any of the screened parties from their former firms. This database includes representations reported by all lateral hires pursuant to the Firm's mandatory disclosure policy.

6. Individual Team Member Consultations. Each member of the proposed engagement team was individually consulted and asked to confirm whether they had any personal or professional relationship with any of the screened parties, or any other knowledge that might give rise to a conflict of interest. The results of these consultations are set forth in Section VII below.

V. Results of Conflicts Search

A. Current Representations

The conflicts search revealed no current representations of any of the following parties or entities:

• Adverse individual parties: Rafael T. Fonseca, Isabela C. Fonseca-Greer, Connor Greer, Nicolás R. Fonseca, and Claudette Marchetti. None of these individuals appears in the Firm's database as a current client in any capacity.

• Opposing counsel: Brennan, Ortega & Saldívar LLP does not appear in the Firm's database as a current client. Neither Damian R. Ortega nor Lydia Kwan appears as a current client of the Firm in any individual capacity.

• Business entities affiliated with the estate or adverse parties: Lumiére Canyon Studios LLC, Pacific Rim Narrative Partners LLC, Amber Light Documentary Films LLC, and Crestline Media Group Inc. do not appear in the Firm's database as current clients.

• Financial institutions and service providers: Veltara Basin Bank, N.A., Meridian Mutual Life Insurance Co., Commonwealth Fidelity Assurance Corp., Garnet Hill Insurance Brokerage Inc., and Coastline Title & Escrow Co. do not appear in the Firm's database as current clients.

• Professional advisors: Ashford Fiduciary Services Inc., Pinnacle West Appraisal Group LLC, Hargrove & Linden Appraisals Inc., and Ridgeway Accounting Partners LLP do not appear in the Firm's database as current clients.

• Proposed client: Marguerite D. Fonseca does not appear in the Firm's database as a current client in any other matter. The proposed engagement would constitute the Firm's first representation of Ms. Fonseca.

• Decedent: Teodoro R. Fonseca does not appear in the Firm's database as a current or former client.

B. Prior/Closed Representations

The search of the Firm's closed matter files revealed no prior representations of any adverse party, contestant, or entity that would create a direct or imputed conflict of interest under California Rules of Professional Conduct, Rules 1.7 or 1.9.

Two tangential results warranting additional investigation were identified and resolved as follows:

(i) "Fonseca" — Closed Matter No. 1035-00005. The electronic search returned a closed litigation matter from 2016 involving a party named "Alejandro Fonseca" in connection with a commercial lease dispute in San Francisco. Upon investigation, the undersigned confirmed that Alejandro Fonseca is not related to the decedent or any member of the Fonseca family at issue in this matter. The matter involved a distinct individual, distinct subject matter, and distinct geographic location. No confidential information was obtained in that engagement that could be relevant to the present matter. This result has been cleared.

(ii) "Crestline" — Closed Matter No. 1035-00005. The electronic search returned a closed corporate transaction matter from 2018 involving an entity named "Crestline Capital Advisors LLC." Upon investigation, the undersigned confirmed that Crestline Capital Advisors LLC is an entirely separate entity from Crestline Media Group Inc. (Rafael Fonseca's employer). The two entities share no common ownership, management, or business relationship. The matter file was reviewed, and no confidential information was obtained that bears any relevance to the present matter. This result has been cleared.

No other closed matter files produced results requiring further investigation. Accordingly, the search of prior and closed representations confirms that no actual or potential conflict of interest exists based on the Firm's historical client roster.

C. Lateral Hire Check

A review of the Firm's lateral hire representations database confirmed that no lateral hire to Calderwood & Harkness LLP brought any prior representations of any of the screened parties from a prior firm. All lateral attorneys currently employed by the Firm have been cross-referenced against the screened party list, and no matches were identified. Specifically, no attorney at the Firm previously represented, at any prior firm, any member of the Fonseca family, Brennan, Ortega & Saldívar LLP, or any of the affiliated business entities, financial institutions, or professional advisors identified in Section III.

D. Co-Counsel and Referral Relationships

The search confirmed that Calderwood & Harkness LLP has no current co-counsel arrangement or referral relationship with Brennan, Ortega & Saldívar LLP on any pending matter. The Firm has not served as co-counsel with Brennan, Ortega & Saldívar on any matter within the date range of the search, and no fee-sharing, referral, or joint venture arrangement of any kind exists between the two firms.

VI. Analysis of Potential Issues

Although no actual conflict of interest has been identified, the undersigned has analyzed the following areas where potential issues could arise during the course of representation. These areas are flagged for ongoing monitoring.

A. Multiple Entity Interests

Lumiére Canyon Studios LLC. The proposed client, Ms. Fonseca, holds a 50% membership interest in Lumiére Canyon Studios LLC. The decedent held the remaining 50% membership interest, which is now an asset of the probate estate. Calderwood & Harkness LLP is being engaged to represent Ms. Fonseca in her individual capacity as the surviving spouse and petitioner for letters of administration. The Firm will not be engaged to represent, and will not purport to act on behalf of, Lumiére Canyon Studios LLC as a separate entity. To the extent that issues arise concerning the governance, management, or valuation of the LLC — which is likely given that the decedent's 50% interest must be administered as part of the estate — the Firm's duty of loyalty runs to Ms. Fonseca individually. The Firm should be mindful of the distinction between Ms. Fonseca's personal interests and the interests of the LLC as a separate juridical entity, but this arrangement does not give rise to a conflict of interest under Rule 1.7. No conflict identified.

Pacific Rim Narrative Partners LLC. PRNP is a media investment fund in which the decedent held a 35% membership interest valued at approximately $27,475,000. The fund is managed by Victor Sandoval. The Firm has no current or prior representation of PRNP or Mr. Sandoval, and no attorney at the Firm has any personal or professional relationship with Mr. Sandoval. The decedent's interest in PRNP will be subject to valuation and distribution as part of the estate administration, and the Firm may need to interact with Mr. Sandoval and PRNP's counsel in that connection, but no conflict of interest arises from this circumstance. No conflict identified.

B. Proposed Neutral Administrator

Ashford Fiduciary Services Inc. Ashford has been proposed as a potential neutral estate administrator in the event that the court determines an independent administrator is appropriate. The Firm has no current or prior representation of Ashford Fiduciary Services Inc. or its principal officer, Gerald Whitmore. Should Ashford be appointed, it would serve in a neutral fiduciary capacity owing duties to all estate beneficiaries and to the court. Calderwood & Harkness's engagement is to represent Ms. Fonseca's interests in the proceeding, and the Firm would not represent Ashford. No conflict identified at this time. However, the undersigned recommends that this relationship be monitored throughout the administration. If any adversity develops between Ms. Fonseca and Ashford during the course of the estate administration — for example, if Ms. Fonseca challenges a decision by the administrator — the Firm's ability to advocate for Ms. Fonseca against Ashford should remain unimpaired, as the Firm has no duty to Ashford. This conclusion should be revisited if circumstances change.

C. Anticipated Expert Witnesses

Pinnacle West Appraisal Group LLC. Dr. Sandra Fujimoto of Pinnacle West is contemplated as the client's retained appraiser for purposes of valuing the decedent's business interests and real property. No conflict of interest arises from this engagement relationship. The Firm has had no prior or current representation of Pinnacle West or Dr. Fujimoto in any matter. Dr. Fujimoto would serve as an expert witness or consultant retained on behalf of the client, and the engagement of such a professional does not give rise to a concurrent client conflict. No conflict identified.

Hargrove & Linden Appraisals Inc. Morton Linden of Hargrove & Linden is anticipated to be retained by the contestants as their appraiser. The Firm has no current or prior representation of Hargrove & Linden Appraisals Inc. or Morton Linden individually. The Firm has not served as counsel to Hargrove & Linden in any capacity. Accordingly, no conflict of interest exists with respect to this anticipated adverse expert. No conflict identified.

D. Opposing Counsel

Brennan, Ortega & Saldívar LLP and its attorneys, Damian R. Ortega and Lydia Kwan, do not appear in the Firm's conflicts database in any capacity — not as current or former clients, not as opposing counsel in any active or closed matter, and not as referral sources or co-counsel. The Firm has no fee-sharing, referral, or business relationship of any kind with Brennan, Ortega & Saldívar LLP. No member of the Firm's engagement team has reported any personal or professional relationship with Mr. Ortega or Ms. Kwan. No conflict identified.

VII. Engagement Team Review

Each member of the proposed engagement team was individually consulted regarding the proposed representation and asked to confirm whether he or she has any personal or professional relationship with, or knowledge of any material facts concerning, any of the parties, entities, or individuals identified in Section III of this memorandum. The results of those consultations are as follows:

1. Howard Quinn, Responsible Partner — Mr. Quinn is a partner in the Firm's White Collar & Investigations practice group. He was admitted to the California State Bar in 2001 (Bar No. 225018). Mr. Quinn reports no personal or professional conflict with any screened party. He has no social, familial, or business relationship with any member of the Fonseca family, with any attorney at Brennan, Ortega & Saldívar LLP, or with any individual or entity identified in the screening. Mr. Quinn confirms that he has not previously represented or been adverse to any screened party in any matter.

2. Patricia Dunmore, Billing Partner — Ms. Dunmore is a partner in the Firm's Energy & Infrastructure practice group. She was admitted to the California State Bar in 1998 (Bar No. 198721). Ms. Dunmore reports no personal or professional conflict with any screened party. She has no social, familial, or business relationship with any of the individuals or entities identified in the screening. Ms. Dunmore confirms that she has not previously represented or been adverse to any screened party in any matter.

3. Elliot Nguyen, Lead Associate — Mr. Nguyen is an associate in the Firm's Antitrust & Competition practice group. He was admitted to the California State Bar in 2018 (Bar No. 321445). Mr. Nguyen reports no personal or professional conflict with any screened party. He has no social, familial, or business relationship with any of the individuals or entities identified in the screening. Mr. Nguyen confirms that he has not previously represented or been adverse to any screened party in any matter, including during his time at any prior firm.

4. Grace Nakamura, Working Associate — Ms. Nakamura is an associate in the Firm's Real Estate practice group. She was admitted to the California State Bar in 2020 (Bar No. 337892). Ms. Nakamura reports no personal or professional conflict with any screened party. She has no social, familial, or business relationship with any of the individuals or entities identified in the screening. Ms. Nakamura confirms that she has not previously represented or been adverse to any screened party in any matter, including during her time at any prior firm or during law school clinical programs.

All four engagement team members have provided their clearance confirmations in writing, and copies of those confirmations are maintained in the conflict check file for this matter.

VIII. Conclusion and Recommendation

Based on the comprehensive conflicts search described herein — encompassing electronic database queries, cross-referencing against all current and closed matter files, written and oral inquiries to all practice group leaders, review of the lateral hire representations database, and individual consultations with each member of the proposed engagement team — no actual or potential conflicts of interest have been identified that would preclude Calderwood & Harkness LLP from representing Marguerite D. Fonseca in the contested probate proceeding, In re Estate of Teodoro R. Fonseca, Case No. 22STPB09714, pending in the Los Angeles County Superior Court, Probate Division.

Recommendation: The undersigned recommends that the Firm proceed with the proposed engagement. The matter may be opened under proposed matter number 1035-00005, subject to the approval of the Responsible Partner, Billing Partner, and the General Counsel or Conflicts Committee representative, as indicated in Section IX below.

The undersigned further recommends that the conflicts check be updated upon the occurrence of any of the following events during the course of the representation:

(a) Identification of additional parties, entities, or witnesses not included in the initial screening;

(b) Formal engagement of any expert witnesses, including but not limited to Pinnacle West Appraisal Group LLC (Dr. Sandra Fujimoto) and Ridgeway Accounting Partners LLP (Dennis Chua, CPA);

(d) Any change in the composition of the engagement team;

(e) Any change in the identity of opposing counsel or the addition of co-counsel by any party;

(f) discovery of the existence of any additional estate assets, business entities, or interested parties not previously identified; and

(g) Any other development that, in the professional judgment of the engagement team, warrants a supplemental conflicts review.

IX. Approvals

PREPARED BY:

________________________________________

Elliot Nguyen Lead Associate Calderwood & Harkness LLP

Date: October 10, 2022

REVIEWED AND APPROVED — RESPONSIBLE PARTNER:

________________________________________

Howard Quinn Responsible Partner Calderwood & Harkness LLP

Date: October 10, 2022

REVIEWED AND APPROVED — BILLING PARTNER:

________________________________________

Patricia Dunmore Billing Partner Calderwood & Harkness LLP

Date: ________

REVIEWED AND APPROVED — GENERAL COUNSEL / CONFLICTS COMMITTEE:

________________________________________

Name: ________

Title: ________

Calderwood & Harkness LLP

Date: ________

Distribution: This memorandum is to be maintained in the conflict check file for Proposed Matter No. 1035-00005 and is not to be distributed outside the Firm. A copy shall be retained by the Office of the General Counsel.

TO:

Patricia Dunmore, Billing Partner

FROM:	Elliot Nguyen, Lead Associate
DATE:	October 10, 2022
RE:	Conflict Check — Proposed Representation of Marguerite D. Fonseca in Contested Probate Proceeding, In re Estate of Teodoro R. Fonseca, Los Angeles County Superior Court, Case No. 22STPB09714
PROPOSED MATTER NUMBER:	1035-00005

CALDERWOOD & HARKNESS LLP
INTERNAL MEMORANDUM
PRIVILEGED AND CONFIDENTIAL
CONFLICT CHECK MEMORANDUM
CONFIDENTIALITY LEGEND: This memorandum is prepared for internal use only and is subject to attorney-client privilege and work product protection. This document contains information that is privileged, confidential, and exempt from disclosure under applicable law. It is intended solely for the use of the individuals to whom it is addressed and authorized members of the Conflicts Committee. Any dissemination, distribution, copying, or other use of this memorandum or the information contained herein by or to anyone other than the intended recipient(s) is strictly prohibited. If you have received this memorandum in error, please notify the sender immediately.
I. Purpose
This memorandum documents the results of a comprehensive conflicts of interest check conducted in connection with the proposed engagement of Calderwood & Harkness LLP ("the Firm") to represent Marguerite D. Fonseca ("Ms. Fonseca" or "proposed client") in a contested probate proceeding involving the estate of her late husband, Teodoro R. Fonseca (the "decedent," d. September 3, 2022), currently pending in the Los Angeles County Superior Court, Probate Division, under Case No. 22STPB09714 (the "Matter").
The conflicts check was initiated on October 7, 2022, immediately following the initial client intake consultation, and was completed on October 10, 2022. The check was run through the Firm's electronic conflicts management system (IntegriCheck™) and was supplemented by targeted written and oral inquiries directed to the leaders of all six practice groups within the Firm — namely, Trusts & Estates, Litigation, Corporate, Real Estate, Entertainment, and Tax — as well as to the individual members of the proposed engagement team. This memorandum sets forth in detail the parties and entities screened, the methodology employed, the results obtained, the analysis of any potential issues identified, and the undersigned's recommendation regarding the clearance of this engagement.
II. Summary of Proposed Engagement
A. Client.  The proposed client is Marguerite Delphine Fonseca, age 54, a media and entertainment executive residing at 1847 Coldwater Canyon Drive, Beverly Hills, California 90210. Ms. Fonseca is the surviving spouse of the decedent, Teodoro R. Fonseca, to whom she was married on June 14, 2008, in Los Angeles County, California. Since 2009, Ms. Fonseca has served as the Chief Creative Officer of Lumiére Canyon Studios LLC, a film and television production company that she co-founded with the decedent. Ms. Fonseca is a well-known figure in the Los Angeles entertainment industry, and the Firm should be aware that this matter may attract media attention.
B. Nature of Matter
The proposed representation concerns a contested probate proceeding arising from the decedent's intestacy. Teodoro R. Fonseca died on September 3, 2022, as a result of cardiac arrest. He died without a valid will, trust, or other testamentary instrument. Ms. Fonseca filed a Petition for Letters of Administration with the Los Angeles County Superior Court, Probate Division, on October 5, 2022, seeking appointment as the personal representative of the decedent's estate.
The estimated value of the probate estate is approximately $71,112,000, based on the proposed client's preliminary estimates. This figure encompasses real property, business interests (including the decedent's membership interests in Lumiére Canyon Studios LLC and Pacific Rim Narrative Partners LLC), financial accounts, insurance proceeds, and personal property.
The key contested issues anticipated in this proceeding include:
1.  Asset characterization — Disputes are expected regarding the classification of certain estate assets as community property versus the decedent's separate property, which will directly affect the surviving spouse's share under California Probate Code sections 6401 and 6402.
2.  Validity of an alleged premarital agreement — The decedent's adult children are expected to assert the existence and enforceability of a premarital agreement purportedly dated May 30, 2008 (approximately two weeks before the marriage). Ms. Fonseca denies having executed any such agreement, or alternatively contends that any such document, if it exists, was procured under circumstances rendering it voidable under California Family Code section 1615.
3.  Competing claims by the decedent's adult children — Three adult children from the decedent's first marriage are expected to contest the Petition for Letters of Administration and to seek appointment of an independent administrator, as well as to advance claims to a greater share of the estate than they would otherwise receive under the intestacy statutes.
C. Adverse Parties
The following individuals have been identified as adverse or potentially adverse parties in this proceeding:
1.  Rafael T. Fonseca, age 33, the eldest child of the decedent from his first marriage to Claudette Marchetti. Rafael is currently employed as Vice President of Development at Crestline Media Group Inc. He resides at 502 Olive Avenue, Unit 3, Burbank, California 91502. Rafael is expected to serve as the lead contestant and the primary point of contact for the adverse party group.
2.  Isabela C. Fonseca-Greer, age 30, the middle child of the decedent from his first marriage. Isabela is the principal of Amber Light Documentary Films LLC, a California limited liability company (CA SOS Filing No. 201912360185). She is married to Connor Greer. The couple resides at 78 Eucalyptus Lane, Santa Monica, California 90402. Of note, the estate may hold a claim against Isabela arising from an alleged promissory note in the principal amount of $1,200,000, purportedly reflecting a loan from the decedent to Amber Light Documentary Films LLC.
3.  Nicolás R. Fonseca, age 26, the youngest child of the decedent from his first marriage. Nicolás is currently a graduate student and resides at 1190 Elm Street, Apt. 4B, Palo Alto, California 94301.
Additionally, Claudette Marchetti, age 60, the decedent's first wife, has been identified as a potential declarant or witness in the proceeding. Ms. Marchetti resides at 3200 Laurel Terrace, Pasadena, California 91101. She received a divorce settlement of $4,800,000 in 2005 and a spousal support buyout of $1,500,000 in 2007 upon the dissolution of her marriage to the decedent. Although Ms. Marchetti is not expected to assert a direct claim against the estate, she may provide testimony regarding the alleged premarital agreement and the decedent's asset holdings predating the second marriage.
D. Opposing Counsel
The decedent's adult children (Rafael, Isabela, and Nicolás) are represented by Brennan, Ortega & Saldívar LLP, located at 1900 Avenue of the Stars, Suite 2100, Los Angeles, California 90067. The lead attorney is Damian R. Ortega, a partner at the firm. He is assisted by Lydia Kwan, an associate. Brennan, Ortega & Saldívar is a boutique litigation firm with a recognized practice in trusts and estates disputes in the Los Angeles area.
III. Parties and Entities Screened
The following is a comprehensive listing of all individual names, law firms, business entities, financial institutions, service providers, professional advisors, and real properties screened against the Firm's electronic conflicts management system and lateral hire representations database. Each entry was searched using full-name, partial-name, alias, reverse-party, and entity-name protocols, as described further in Section IV below.
A. Individual Parties
1.  Marguerite D. Fonseca — proposed client; surviving spouse of decedent.
2.  Teodoro R. Fonseca — decedent.
3.  Rafael T. Fonseca — adverse party; contestant; eldest child of decedent.
4.  Isabela C. Fonseca-Greer — adverse party; contestant; middle child of decedent.
5.  Connor Greer — spouse of contestant Isabela C. Fonseca-Greer.
6.  Nicolás R. Fonseca — adverse party; contestant; youngest child of decedent.
7.  Claudette Marchetti — decedent's first wife; potential declarant/witness; age 60; residing at 3200 Laurel Terrace, Pasadena, CA 91101; received $4,800,000 divorce settlement in 2005 and $1,500,000 spousal support buyout in 2007.
B. Law Firms
1.  Brennan, Ortega & Saldívar LLP — adverse counsel; 1900 Avenue of the Stars, Suite 2100, Los Angeles, CA 90067.
2.  Damian R. Ortega — individual attorney (partner) at adverse counsel firm.
3.  Lydia Kwan — individual attorney (associate) at adverse counsel firm.
C. Business Entities — Estate Assets and Affiliated Companies
1.  Lumiére Canyon Studios LLC — California limited liability company; formed March 18, 2009; CA SOS Filing No. 200906410337; principal office at 4200 West Olive Avenue, Burbank, CA 91505. The decedent held a 50% membership interest, valued at approximately $15,800,000. Ms. Fonseca holds the remaining 50% membership interest. The enterprise value of the LLC was approximately $31,600,000 as of December 31, 2021, per internal financial statements.
2.  Pacific Rim Narrative Partners LLC ("PRNP") — California limited liability company; formed 2015; CA SOS Filing No. 201518720492; principal office at 8455 Beverly Boulevard, Suite 310, Los Angeles, CA 90048. Managing member: Victor Sandoval. The decedent held a 35% membership interest, valued at approximately $27,475,000. PRNP is a media-focused investment fund with assets under management of approximately $78,500,000.
3.  Victor Sandoval — managing member of PRNP.
4.  Amber Light Documentary Films LLC — California limited liability company; CA SOS Filing No. 201912360185. Production company owned and operated by Isabela C. Fonseca-Greer. This entity is the subject of an alleged $1,200,000 promissory note claim held by the estate, representing a purported loan from the decedent to the company.
5.  Crestline Media Group Inc. — California corporation; employer of Rafael T. Fonseca (Vice President of Development).
D. Financial Institutions and Service Providers
1.  Veltara Basin Bank, N.A. — 700 South Hope Street, Los Angeles, CA 90017. The decedent's primary banking institution. Relationship manager: Franklin Ybarra. Known accounts include: brokerage account ending in -4782, checking account ending in -3091, and money market account ending in -6155.
2.  Franklin Ybarra — relationship manager at Veltara Basin Bank, N.A.
3.  Meridian Mutual Life Insurance Co. — California-domiciled insurance company. Issuer of a $3,000,000 term life insurance policy covering the decedent, Policy No. GH-TL-2019-05582.
4.  Commonwealth Fidelity Assurance Corp. — Connecticut-domiciled insurance company. Issuer of a $2,000,000 whole life insurance policy covering the decedent, Policy No. GH-WL-2014-01247.
5.  Garnet Hill Insurance Brokerage Inc. — 1230 Rosecrans Avenue, Suite 400, Manhattan Beach, CA 90266. Insurance broker for the decedent's life insurance policies. Contact: Paul Rennert.
6.  Paul Rennert — broker, Garnet Hill Insurance Brokerage Inc.
7.  Coastline Title & Escrow Co. — 9401 Wilshire Boulevard, Suite 720, Beverly Hills, CA 90212. Title company utilized for the Beverly Hills and Malibu residential properties. Contact: Andrea Solis.
8.  Andrea Solis — contact, Coastline Title & Escrow Co.
E. Professional Advisors (Potential Engagement)
1.  Ashford Fiduciary Services Inc. — 600 Wilshire Boulevard, Suite 1450, Los Angeles, CA 90017. Proposed neutral estate administrator. Principal officer: Gerald Whitmore. Anticipated fee structure: $8,500 per month, plus 0.15% of assets under administration per annum.
2.  Gerald Whitmore — principal officer, Ashford Fiduciary Services Inc.
3.  Pinnacle West Appraisal Group LLC — 4100 MacArthur Boulevard, Suite 200, Newport Beach, CA 92660. Proposed appraiser to be retained on behalf of the client. Lead appraiser: Dr. Sandra Fujimoto, ASA, CVA.
4.  Dr. Sandra Fujimoto — lead appraiser, Pinnacle West Appraisal Group LLC.
5.  Hargrove & Linden Appraisals Inc. — 2600 Michelson Drive, Suite 800, Irvine, CA 92612. Anticipated appraiser to be retained by the contestants. Lead appraiser: Morton Linden, CFA, ASA.
6.  Morton Linden — lead appraiser, Hargrove & Linden Appraisals Inc.
7.  Ridgeway Accounting Partners LLP — 515 South Flower Street, Suite 3600, Los Angeles, CA 90071. Proposed estate accountant. Lead accountant: Dennis Chua, CPA.
8.  Dennis Chua — lead accountant, Ridgeway Accounting Partners LLP.
F. Real Property
1.  1847 Coldwater Canyon Drive, Beverly Hills, CA 90210 — Beverly Hills Residence; current fair market value estimated at $8,450,000. This is the marital home of the proposed client and the decedent.
2.  27100 Pacific Coast Highway, Malibu, CA 90265 — Malibu Beach House; current fair market value estimated at $6,200,000. This property was purchased on August 22, 2007, for $4,750,000. The characterization of this property as community or separate property may be at issue given that the purchase predates the June 2008 marriage.
IV. Methodology
The conflicts search was conducted in accordance with the Firm's Conflict of Interest Policy (Revised January 2022) and the requirements of the California Rules of Professional Conduct, Rules 1.7 (Conflict of Interest: Current Clients) and 1.9 (Duties to Former Clients). The following specific steps were undertaken:
1. Electronic Database Search. All names and entities listed in Section III above were entered into the Firm's electronic conflicts management system, IntegriCheck™ (Version 8.4.1). The system was queried using the following search protocols:
(a) Full-name search — Each individual and entity name was searched exactly as listed, including all known aliases, maiden names, alternative spellings, and "doing business as" designations.
(b) Partial-name search — Truncated versions of each name were searched to capture variations in spelling, abbreviation, or transliteration (e.g., "Fonseca," "Fonseca-Greer," "Greer," "Lumiére Canyon," "Lumiere Canyon," "Pacific Rim Narrative," etc.).
(c) Alias and variant search — Known nicknames, shortened names, and professional names were included (e.g., "Nico Fonseca" for Nicolás R. Fonseca; "Teo Fonseca" for Teodoro R. Fonseca).
(d) Entity search — All business entities were searched by full legal name, abbreviated name, commonly known name, and California Secretary of State filing number where available.
(e) Reverse-party search — Each screened name was queried in both the "client" and "adverse party" fields of the database to identify any instance in which a screened party appeared in any capacity in any current or historical matter file.
2. Cross-Referencing Against Matter Files. The results of the electronic search were cross-referenced against the Firm's complete inventory of current and closed matter files, encompassing all matters opened from the date of the Firm's inception through October 10, 2022. This cross-reference was performed to ensure that any matter involving a screened party — whether as client, adverse party, witness, co-counsel, or interested entity — was identified and reviewed.
3. Practice Group Leader Inquiries. On October 7, 2022, the undersigned circulated a written inquiry memorandum (the "Conflicts Inquiry Memorandum") to the leaders of all six Firm practice groups: Trusts & Estates (Sylvia Whitfield), Litigation (Cameron Reeves), Corporate (Jonathan Hale), Real Estate (Margaret Osborne), Entertainment (David Choi), and Tax (Helen Tanaka). The memorandum requested that each practice group leader identify any current or former representation involving any of the parties, entities, or individuals listed in Section III, or any other matter that might give rise to a conflict of interest or the appearance of a conflict. All six practice group leaders responded to the inquiry, and their responses are documented in the Firm's conflict check file for this matter.
4. Date Range. The search encompassed all matter records from the Firm's inception through October 10, 2022, without limitation as to date of opening or closing.
5. Lateral Hire Representations Database. The Firm's lateral hire representations database was reviewed to determine whether any attorney who laterally joined Calderwood & Harkness LLP brought with them any prior representations of any of the screened parties from their former firms. This database includes representations reported by all lateral hires pursuant to the Firm's mandatory disclosure policy.
6. Individual Team Member Consultations. Each member of the proposed engagement team was individually consulted and asked to confirm whether they had any personal or professional relationship with any of the screened parties, or any other knowledge that might give rise to a conflict of interest. The results of these consultations are set forth in Section VII below.
V. Results of Conflicts Search
A. Current Representations
The conflicts search revealed no current representations of any of the following parties or entities:
•  Adverse individual parties: Rafael T. Fonseca, Isabela C. Fonseca-Greer, Connor Greer, Nicolás R. Fonseca, and Claudette Marchetti. None of these individuals appears in the Firm's database as a current client in any capacity.
•  Opposing counsel: Brennan, Ortega & Saldívar LLP does not appear in the Firm's database as a current client. Neither Damian R. Ortega nor Lydia Kwan appears as a current client of the Firm in any individual capacity.
•  Business entities affiliated with the estate or adverse parties: Lumiére Canyon Studios LLC, Pacific Rim Narrative Partners LLC, Amber Light Documentary Films LLC, and Crestline Media Group Inc. do not appear in the Firm's database as current clients.
•  Financial institutions and service providers: Veltara Basin Bank, N.A., Meridian Mutual Life Insurance Co., Commonwealth Fidelity Assurance Corp., Garnet Hill Insurance Brokerage Inc., and Coastline Title & Escrow Co. do not appear in the Firm's database as current clients.
•  Professional advisors: Ashford Fiduciary Services Inc., Pinnacle West Appraisal Group LLC, Hargrove & Linden Appraisals Inc., and Ridgeway Accounting Partners LLP do not appear in the Firm's database as current clients.
•  Proposed client: Marguerite D. Fonseca does not appear in the Firm's database as a current client in any other matter. The proposed engagement would constitute the Firm's first representation of Ms. Fonseca.
•  Decedent: Teodoro R. Fonseca does not appear in the Firm's database as a current or former client.
B. Prior/Closed Representations
The search of the Firm's closed matter files revealed no prior representations of any adverse party, contestant, or entity that would create a direct or imputed conflict of interest under California Rules of Professional Conduct, Rules 1.7 or 1.9.
Two tangential results warranting additional investigation were identified and resolved as follows:
(i) "Fonseca" — Closed Matter No. 1035-00005. The electronic search returned a closed litigation matter from 2016 involving a party named "Alejandro Fonseca" in connection with a commercial lease dispute in San Francisco. Upon investigation, the undersigned confirmed that Alejandro Fonseca is not related to the decedent or any member of the Fonseca family at issue in this matter. The matter involved a distinct individual, distinct subject matter, and distinct geographic location. No confidential information was obtained in that engagement that could be relevant to the present matter. This result has been cleared.
(ii) "Crestline" — Closed Matter No. 1035-00005. The electronic search returned a closed corporate transaction matter from 2018 involving an entity named "Crestline Capital Advisors LLC." Upon investigation, the undersigned confirmed that Crestline Capital Advisors LLC is an entirely separate entity from Crestline Media Group Inc. (Rafael Fonseca's employer). The two entities share no common ownership, management, or business relationship. The matter file was reviewed, and no confidential information was obtained that bears any relevance to the present matter. This result has been cleared.
No other closed matter files produced results requiring further investigation. Accordingly, the search of prior and closed representations confirms that no actual or potential conflict of interest exists based on the Firm's historical client roster.
C. Lateral Hire Check
A review of the Firm's lateral hire representations database confirmed that no lateral hire to Calderwood & Harkness LLP brought any prior representations of any of the screened parties from a prior firm. All lateral attorneys currently employed by the Firm have been cross-referenced against the screened party list, and no matches were identified. Specifically, no attorney at the Firm previously represented, at any prior firm, any member of the Fonseca family, Brennan, Ortega & Saldívar LLP, or any of the affiliated business entities, financial institutions, or professional advisors identified in Section III.
D. Co-Counsel and Referral Relationships
The search confirmed that Calderwood & Harkness LLP has no current co-counsel arrangement or referral relationship with Brennan, Ortega & Saldívar LLP on any pending matter. The Firm has not served as co-counsel with Brennan, Ortega & Saldívar on any matter within the date range of the search, and no fee-sharing, referral, or joint venture arrangement of any kind exists between the two firms.
VI. Analysis of Potential Issues
Although no actual conflict of interest has been identified, the undersigned has analyzed the following areas where potential issues could arise during the course of representation. These areas are flagged for ongoing monitoring.
A. Multiple Entity Interests
Lumiére Canyon Studios LLC. The proposed client, Ms. Fonseca, holds a 50% membership interest in Lumiére Canyon Studios LLC. The decedent held the remaining 50% membership interest, which is now an asset of the probate estate. Calderwood & Harkness LLP is being engaged to represent Ms. Fonseca in her individual capacity as the surviving spouse and petitioner for letters of administration. The Firm will not be engaged to represent, and will not purport to act on behalf of, Lumiére Canyon Studios LLC as a separate entity. To the extent that issues arise concerning the governance, management, or valuation of the LLC — which is likely given that the decedent's 50% interest must be administered as part of the estate — the Firm's duty of loyalty runs to Ms. Fonseca individually. The Firm should be mindful of the distinction between Ms. Fonseca's personal interests and the interests of the LLC as a separate juridical entity, but this arrangement does not give rise to a conflict of interest under Rule 1.7. No conflict identified.
Pacific Rim Narrative Partners LLC. PRNP is a media investment fund in which the decedent held a 35% membership interest valued at approximately $27,475,000. The fund is managed by Victor Sandoval. The Firm has no current or prior representation of PRNP or Mr. Sandoval, and no attorney at the Firm has any personal or professional relationship with Mr. Sandoval. The decedent's interest in PRNP will be subject to valuation and distribution as part of the estate administration, and the Firm may need to interact with Mr. Sandoval and PRNP's counsel in that connection, but no conflict of interest arises from this circumstance. No conflict identified.
B. Proposed Neutral Administrator
Ashford Fiduciary Services Inc. Ashford has been proposed as a potential neutral estate administrator in the event that the court determines an independent administrator is appropriate. The Firm has no current or prior representation of Ashford Fiduciary Services Inc. or its principal officer, Gerald Whitmore. Should Ashford be appointed, it would serve in a neutral fiduciary capacity owing duties to all estate beneficiaries and to the court. Calderwood & Harkness's engagement is to represent Ms. Fonseca's interests in the proceeding, and the Firm would not represent Ashford. No conflict identified at this time. However, the undersigned recommends that this relationship be monitored throughout the administration. If any adversity develops between Ms. Fonseca and Ashford during the course of the estate administration — for example, if Ms. Fonseca challenges a decision by the administrator — the Firm's ability to advocate for Ms. Fonseca against Ashford should remain unimpaired, as the Firm has no duty to Ashford. This conclusion should be revisited if circumstances change.
C. Anticipated Expert Witnesses
Pinnacle West Appraisal Group LLC. Dr. Sandra Fujimoto of Pinnacle West is contemplated as the client's retained appraiser for purposes of valuing the decedent's business interests and real property. No conflict of interest arises from this engagement relationship. The Firm has had no prior or current representation of Pinnacle West or Dr. Fujimoto in any matter. Dr. Fujimoto would serve as an expert witness or consultant retained on behalf of the client, and the engagement of such a professional does not give rise to a concurrent client conflict. No conflict identified.
Hargrove & Linden Appraisals Inc. Morton Linden of Hargrove & Linden is anticipated to be retained by the contestants as their appraiser. The Firm has no current or prior representation of Hargrove & Linden Appraisals Inc. or Morton Linden individually. The Firm has not served as counsel to Hargrove & Linden in any capacity. Accordingly, no conflict of interest exists with respect to this anticipated adverse expert. No conflict identified.
D. Opposing Counsel
Brennan, Ortega & Saldívar LLP and its attorneys, Damian R. Ortega and Lydia Kwan, do not appear in the Firm's conflicts database in any capacity — not as current or former clients, not as opposing counsel in any active or closed matter, and not as referral sources or co-counsel. The Firm has no fee-sharing, referral, or business relationship of any kind with Brennan, Ortega & Saldívar LLP. No member of the Firm's engagement team has reported any personal or professional relationship with Mr. Ortega or Ms. Kwan. No conflict identified.
VII. Engagement Team Review
Each member of the proposed engagement team was individually consulted regarding the proposed representation and asked to confirm whether he or she has any personal or professional relationship with, or knowledge of any material facts concerning, any of the parties, entities, or individuals identified in Section III of this memorandum. The results of those consultations are as follows:
1.  Howard Quinn, Responsible Partner — Mr. Quinn is a partner in the Firm's White Collar & Investigations practice group. He was admitted to the California State Bar in 2001 (Bar No. 225018). Mr. Quinn reports no personal or professional conflict with any screened party. He has no social, familial, or business relationship with any member of the Fonseca family, with any attorney at Brennan, Ortega & Saldívar LLP, or with any individual or entity identified in the screening. Mr. Quinn confirms that he has not previously represented or been adverse to any screened party in any matter.
2.  Patricia Dunmore, Billing Partner — Ms. Dunmore is a partner in the Firm's Energy & Infrastructure practice group. She was admitted to the California State Bar in 1998 (Bar No. 198721). Ms. Dunmore reports no personal or professional conflict with any screened party. She has no social, familial, or business relationship with any of the individuals or entities identified in the screening. Ms. Dunmore confirms that she has not previously represented or been adverse to any screened party in any matter.
3.  Elliot Nguyen, Lead Associate — Mr. Nguyen is an associate in the Firm's Antitrust & Competition practice group. He was admitted to the California State Bar in 2018 (Bar No. 321445). Mr. Nguyen reports no personal or professional conflict with any screened party. He has no social, familial, or business relationship with any of the individuals or entities identified in the screening. Mr. Nguyen confirms that he has not previously represented or been adverse to any screened party in any matter, including during his time at any prior firm.
4.  Grace Nakamura, Working Associate — Ms. Nakamura is an associate in the Firm's Real Estate practice group. She was admitted to the California State Bar in 2020 (Bar No. 337892). Ms. Nakamura reports no personal or professional conflict with any screened party. She has no social, familial, or business relationship with any of the individuals or entities identified in the screening. Ms. Nakamura confirms that she has not previously represented or been adverse to any screened party in any matter, including during her time at any prior firm or during law school clinical programs.
All four engagement team members have provided their clearance confirmations in writing, and copies of those confirmations are maintained in the conflict check file for this matter.
VIII. Conclusion and Recommendation
Based on the comprehensive conflicts search described herein — encompassing electronic database queries, cross-referencing against all current and closed matter files, written and oral inquiries to all practice group leaders, review of the lateral hire representations database, and individual consultations with each member of the proposed engagement team — no actual or potential conflicts of interest have been identified that would preclude Calderwood & Harkness LLP from representing Marguerite D. Fonseca in the contested probate proceeding, In re Estate of Teodoro R. Fonseca, Case No. 22STPB09714, pending in the Los Angeles County Superior Court, Probate Division.
Recommendation: The undersigned recommends that the Firm proceed with the proposed engagement. The matter may be opened under proposed matter number 1035-00005, subject to the approval of the Responsible Partner, Billing Partner, and the General Counsel or Conflicts Committee representative, as indicated in Section IX below.
The undersigned further recommends that the conflicts check be updated upon the occurrence of any of the following events during the course of the representation:
(a) Identification of additional parties, entities, or witnesses not included in the initial screening;
(b) Formal engagement of any expert witnesses, including but not limited to Pinnacle West Appraisal Group LLC (Dr. Sandra Fujimoto) and Ridgeway Accounting Partners LLP (Dennis Chua, CPA);
(c) Engagement of any third-party service providers, including but not limited to Ashford Fiduciary Services Inc.;
(d) Any change in the composition of the engagement team;
(e) Any change in the identity of opposing counsel or the addition of co-counsel by any party;
(f) discovery of the existence of any additional estate assets, business entities, or interested parties not previously identified; and
(g) Any other development that, in the professional judgment of the engagement team, warrants a supplemental conflicts review.
IX. Approvals
PREPARED BY:
________________________________________
Elliot Nguyen Lead Associate Calderwood & Harkness LLP
Date: October 10, 2022
REVIEWED AND APPROVED — RESPONSIBLE PARTNER:
________________________________________
Howard Quinn Responsible Partner Calderwood & Harkness LLP
Date: October 10, 2022
REVIEWED AND APPROVED — BILLING PARTNER:
________________________________________
Patricia Dunmore Billing Partner Calderwood & Harkness LLP
Date: ________
REVIEWED AND APPROVED — GENERAL COUNSEL / CONFLICTS COMMITTEE:
________________________________________
Name: ________
Title: ________
Calderwood & Harkness LLP
Date: ________
Distribution: This memorandum is to be maintained in the conflict check file for Proposed Matter No. 1035-00005 and is not to be distributed outside the Firm. A copy shall be retained by the Office of the General Counsel.
TO: | Howard Quinn, Responsible Partner
Patricia Dunmore, Billing Partner
FROM: | Elliot Nguyen, Lead Associate
DATE: | October 10, 2022
RE: | Conflict Check — Proposed Representation of Marguerite D. Fonseca in Contested Probate Proceeding, In re Estate of Teodoro R. Fonseca, Los Angeles County Superior Court, Case No. 22STPB09714
PROPOSED MATTER NUMBER: | 1035-00005

CALDERWOOD & HARKNESS LLP

INTERNAL MEMORANDUM

PRIVILEGED AND CONFIDENTIAL

CONFLICT CHECK MEMORANDUM

PREPARED BY:

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