Dear Priya,
Thank you for Wyndmere Education Trust's decision to engage Calderwood & Harkness LLP. We are genuinely pleased to have the opportunity to serve as outside counsel to WET in connection with the employment-law matters arising from the Trust's faculty restructuring plan. I am writing to confirm that the firm has formally opened this matter today, February 10, 2026, and assigned it matter number 1040-00001 under client number C-88214.
I would like to introduce the Calderwood & Harkness engagement team that will be working with you and your office on this matter. I will serve as Responsible Partner; I am a member of the firm's Healthcare & Life Sciences Practice Group in our Philadelphia office and am admitted to practice in Delaware and Pennsylvania. Joel Strauss, also a partner in the Healthcare & Life Sciences Practice Group in Philadelphia, will serve as the Billing Partner and your primary billing contact; Joel is admitted in Pennsylvania. Nadia Petrov, a fifth-year associate in our Labor & Employment Practice Group in Philadelphia, will serve as Lead Associate and will handle the day-to-day management of the engagement; Nadia is admitted in Pennsylvania and New Jersey. James Underwood, a third-year associate in the Labor & Employment Practice Group based in our Wilmington office, will serve as a Working Associate on the matter; James is admitted in Delaware. Collectively, the team's bar admissions cover all three states in which WET operates charter schools—Delaware, Pennsylvania, and New Jersey. For day-to-day questions and coordination, Nadia will be your primary point of contact, although any of us are always available to you.
We understand that WET's prior employment-law counsel, Kessler & Montague LLP, concluded its representation effective December 31, 2025. We appreciate that this transition context makes timely onboarding especially important, and we will coordinate closely with you and your team to ensure a smooth transition of files and work product as needed.
As we have discussed, the proposed engagement encompasses three principal workstreams. First, the defense of the unfair labor practice charge filed by the Veltrano Federation of Educators, Local 1147, before the Delaware Public Employment Relations Board (Case No. PERB-2026-ULP-0041), filed on February 3, 2026, and arising under the Delaware Public School Employment Relations Act, 14 Del. C. § 4001 et seq. Second, multi-state employment law advisory work related to the faculty restructuring plan announced on January 6, 2026, which involves the elimination of 47 full-time teaching positions across Delaware, Pennsylvania, and New Jersey. Third, the defense of anticipated individual wrongful-termination and related employment claims from affected faculty members; we understand that WET has already received two individual demand letters, dated January 22 and January 29, 2026, respectively. The attached draft engagement letter sets forth the detailed scope of representation for each of these workstreams.
I want to flag a critical near-term deadline. The answer to the PERB unfair labor practice charge (Case No. PERB-2026-ULP-0041) is due on March 10, 2026—approximately four weeks from today. Given this timeline, it is important that we finalize the engagement letter promptly so that the team can begin substantive work on the PERB response without delay. Nadia and James are prepared to begin reviewing the charge and all related materials as soon as the engagement is formalized.
Attached for your review are two documents. The first is the **draft Engagement Letter** (engagement-letter-wet-draft.docx), which sets forth the terms of the representation, including: an hourly fee arrangement at negotiated rates in conformity with the WET Outside Counsel Guidelines & Billing Policies, version 4.2; an initial retainer of $25,000, to be applied against the final invoice; payment terms of Net 30 days from invoice date; a Year 1 fee budget not to exceed $350,000, absent written approval from the General Counsel; quarterly budget-to-actual reports; governing law of Delaware; and termination on 30 days' written notice, subject to applicable professional conduct rules and court approval where litigation is pending. The second attachment is the **Data Protection Addendum** (data-protection-addendum.docx), which addresses FERPA data-handling standards consistent with WET's Outside Counsel Guidelines requirements, given that student education records may be implicated in the underlying matters. I am pleased to confirm that Calderwood & Harkness's information security team has reviewed the Data Protection Addendum and confirmed the firm's ability to comply with its requirements.
We would appreciate it if you and your team could provide any comments or proposed revisions to the draft engagement letter and Data Protection Addendum by **February 18, 2026**. This timeline would permit the parties to finalize and execute the engagement letter by our **target date of February 21, 2026**, well in advance of the March 10 PERB answer deadline. We are happy to schedule a call or video conference at your convenience to discuss any questions or concerns; please do not hesitate to suggest a time that works for you, and we will make ourselves available.
I also want to provide you with an update on our conflicts clearance process, which is currently underway and is expected to be completed shortly. The conflicts review has identified the firm's prior representation of Thornfield Academy of Sciences, Inc., which was formerly affiliated with WET and is now a separate, potentially adverse entity. We have received and reviewed the conflict waiver letter provided by Seamus O'Halloran, Thornfield's General Counsel, dated January 28, 2026. Our Conflicts Counsel is now finalizing the clearance memorandum, and I will provide you with confirmation of clearance as soon as it is complete. Please be assured that appropriate ethical safeguards will be implemented as part of this process.
Finally, we understand that WET may wish to tender certain claims under its Employment Practices Liability Insurance policy. Our engagement team is prepared to assist with or coordinate around the EPLI tender process as needed. We look forward to discussing this topic with you in greater detail once the engagement is formalized.
We are enthusiastic about working with Wyndmere Education Trust and its leadership. Calderwood & Harkness is committed to providing excellent service during what we recognize is a challenging period for the organization. Please do not hesitate to reach out to me at any time with questions—my door is always open.
Warm regards,
**Miriam Calloway** Partner, Healthcare & Life Sciences Practice Group Calderwood & Harkness LLP 600 Market Street, Suite 4200 Philadelphia, PA 19106 Phone: (215) 555-0174 Email: mcalloway@calderwoodharkness.com
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