Clarson et al v. D M D Services, Inc.

Filing 7

MOTION by Plaintiffs Richard J. Clarson, Local No. 731, I.B. of T., Excavators and Pavers Pension Trust Fund for judgment Motion For Default Judgment Against D M D Services, Inc. (Attachments: # 1 Exhibit A-C, # 2 Certificate of Service)(Barr, Jeremy)

Exhibit B

SUPPLEMENT A
I. Withdrawal Liability Established.
(A) If an Employer withdraws from the Plan, resulting in a Complete Withdrawal
or a Partial Withdrawal, then the Employer is liable to the Plan in the amount
determined under this Supplement to be the withdrawal liability.
(B) For purposes of subsection (A)(1) The withdrawal liability of an Employer to the Plan is the amount
determined under the Plan to be the allocable amount of the Unfunded
Vested Benefits, adjusted(a) first, by a de minimis reduction applicable under Section IX of
Supplement A,
(b) next, in the case of a Partial Withdrawal, in accordance with Section VI
of Supplement A,
(c) then, to the extent necessary to reflect the limitation on annual payments
under Section XV of Supplement A, and
(d) finally, in accordance with Section XVII of Supplement A.
(C) Notwithstanding subsection (A) above, an Employer who withdraws from the
Plan in complete or partial withdrawal is not liable to the Plan if the Employer(1) First had an obligation to contribute to the Plan after the date of the
enactment of the Multiemployer Pension Plan Amendments Act of 1980,
(2) Had an obligation to contribute to the Plan for no more than the lesser of(a) 6 consecutive Plan Years preceding the date on which the Employer
withdraws, or
(b) the number of years required for vesting under the Plan,
(3) was required to make contributions to the Plan for each such Plan Year in
an amount equal to less than 2 percent of the sum of all Employer
contributions made to the Plan for each such year, and
(4) has never avoided withdrawal because of the application of this Section
with respect to the Plan.
(D) Subsection (C) shall apply to an Employer with respect to the Plan only if the
ratio of the assets of the Plan for the Plan Year preceding the first Plan Year for
which the Employer was required to contribute to the Plan to the benefit
payments made during that Plan Year was at least 8 to 1.
II. Determination and Collection of Liability, Notification of Employer.
(A) When an Employer withdraws for the Plan, the Trustees, in accordance with

110

Exhibit 1

this Supplement and the Act, shall:
(1) determine the amount of the Employer’s withdrawal liability,
(2) notify the Employer of the amount of the withdrawal liability, and
(3) collect the amount of the withdrawal liability from the Employer.
(B) (1) Any notice that must be given to an Employer under this Supplement or
under Subtitle E of Title IV of ERISA shall be given to the specific member of
a commonly controlled group that has or had the obligation to contribute under
the Plan.
(2) Notice shall be give to any other member of the controlled group that the
Employer identifies and designates to receive notices hereunder.
(3) Notice shall be give to any member of the controlled group or any officer or
owner of any member of the controlled group shall constitute notice to all
members of the controlled group.
III. Complete Withdrawal.
(A) For purposes of this Supplement, a Complete Withdrawal from the Fund occurs
when an Employer:
(1) permanently ceases to have an Obligation to Contribute under the Plan, or
(2) permanently ceases all covered operations under the Plan.
(B) For purposes of this Supplement, the date of a Complete Withdrawal is the date
of the permanent cessation of the Obligation to Contribute to the Plan or the
cessation of covered operation by an Employer.
IV. Sale of Assets.
(A) (1) A Complete or Partial Withdrawal of an Employer (hereinafter in this
Section referred to as the “seller”) under this Supplement does not occur solely
because, as a result of a bona fide, arm’s length sale of assets to an Unrelated
Party (hereinafter in this Section sometimes referred to as the “purchaser”), the
seller ceases covered operations (hereinafter in this Section sometimes referred
to as the “operations”) or ceases to have an Obligation to Contribute for such
operation, if:
(a) the purchaser has an Obligation to Contribute to the Plan with respect to
the operations for substantially the same number of Contribution Base
Units for which the seller had an Obligation to Contribute to the Plan;
(b) the purchaser provides to the Plan for a period of five Plan Years
commencing with the first Plan Year beginning after the sale of assets, a
bond issued by a corporate surety company that is an acceptable surety
for purposes of Section 412 of ERISA, or an amount held in escrow by
a bank or similar financial institution satisfactory to the Trustees, in an

111

amount equal to the greater of—
(i) the average annual contribution required to be made by the seller
with respect to the operation under the Plan for the three Plan Years
preceding the Plan Year in which the sale of the Employer’s assets
occurs, or
(ii) the annual contribution that the seller was required to make with
respect to the operations under the Plan for the last Plan Year before
the Plan Year in which the sale of the assets occurs, which bond or
escrow shall be paid the Plan when due, at any time during the first
five Plan Years beginning after the sale; and
(c) the contract for sale provides that, if the purchaser withdraws in a
Complete Withdrawal or a Partial Withdrawal with respect to the
operations during such first five Plan Years, the seller is a secondarily
liable for any withdrawal liability it would have had to the Plan with
respect to the operations (but for this Section) if the liability of the
purchaser with respect to the Plan is not paid.
(2) If the purchaser—
(a) withdraws from the Plan before the last day of the fifth Plan Year
beginning after the sale, and
(b) fails to make any withdrawal liability payment when due, the seller
shall pay to the Plan an amount equal to the payment that would
have been due from the seller but for this Section; and
(3) (a) If all, or substantially all, of the seller’s assets are distributed, or if the
seller is liquidated before the end of the five Plan-Year period described
in paragraph (1)(c), then the seller shall provide to the Plan a bond or
amount in escrow equal to the present value of the withdrawal liability
the seller would have had but for this subsection.
(i) If only a portion of the seller’s assets are distributed during such
period, then a bond or escrow shall be required, in accordance with
regulations prescribed by the PBGC, in a manner consistent with
subparagraph(3)(a). The liability of the party furnishing a bond or
escrow under this subsection shall be reduced, upon payment of the
bond or escrow to the Plan, by the amount thereof.
(ii) For the purposes of this Supplement, the liability of the purchaser
shall be determined as if the purchaser had been required to
contribute to the Plan in the four Plan Years preceding the sale, the
amount the seller was required to contribute for such operations for
such five Plan Years.
(iii)If the Plan is in reorganization in the Plan Year in which the sale of
assets occurs, the purchaser shall furnish a bond or escrow in an

112

amount equal to 200 percent of the amount described in subsection
(A)(1)(b).
(b) The term “Unrelated Party” means a purchaser or seller who does not
bear relations to the seller or purchaser, as the case may be, that is
described in Section 267(b) of the Code, or that is described in
regulations prescribed by the PBCG, applying principles similar to the
principles of such Section.
V. Partial Withdrawal.
(A) Except as otherwise provided in this Section, there is a Partial Withdrawal from
the Plan by an Employer on the last day of a Plan Year if, for such Plan Year:
(1) There is a 70% contribution decline, or
(2) There is a partial cessation of the Employer’s contribution obligation.
(B) For purposes of subsection (A):
(1) There is a 70% contribution decline for any Plan Year if, during each Plan
Year in the Three-Year Testing Period, the Employer’s Contribution Base
Units do not exceed 30% of the Employer’s Contribution Base Units for the
high base year.
(a) For purposes of subparagraph (1)(i) The term “Three-Year Testing Period” means the period consisting
of the Plan Year and the immediately preceding two Plan Years; and
(ii) The number of Contribution Base Units for the high base year is the
average number of such units for the two Plan Years for which the
Employer’s Contributions Base Units were the highest within the
five Plan Years immediately preceding the beginning of the ThreeYear Testing Period.
(2) There is a partial cessation of the Employer’s contribution obligation for the
Plan Year if, during such year(a) The Employer permanently ceases to have an Obligation to Contribute
under one or more, but fewer than all, collective bargaining agreements
under which the Employer has been obligated to contribute under the
Plan but continues to perform work in the jurisdiction of the collective
bargaining agreement of the type for which contributions were
previously required or transfers such work to another location, or for
work transferred after August 16, 2006, to an entity or entities owned or
controlled by the Employer, or
(b) The Employer permanently ceases to have an Obligation to
Contribution under the Plan with respect to work performed at one or
more, but fewer than all, or its facilities, but continues to perform work
at the facility of the type for which the Obligation to Contribute ceased.

113

(3) For purposes of subparagraph (2), a cessation of an Obligation to Contribute
under a collective bargaining agreement shall not be considered to have
occurred solely because one agreement that requires contributions to the
Plan has been substituted for another agreement that requires contributions
to the Plan.
(C) For purposes of this Section 5:
(1) Subsection (A)(I) shall not apply to any Plan Year beginning before
September 29, 1982;
(2) Subsection (A)(2) shall not apply with respect to any cessation of
contribution obligations occurring before April 29, 1980; and
(3) In applying subsection (B), the Employer’s Contribution Base Units for any
Plan Year ending before April 29, 1980, shall be deemed to be equal to the
Employer’s Contribution Base Units for the Plan Year ending before such
date.
VI. Adjustment for Partial Withdrawal.
(A) The amount of an Employer’s liability for a Partial Withdrawal, before the
application of Sections XV(E) and XVII is equal to the product of:
(1)

The amount determined under Section X, and adjusted under Section IX, if
appropriate, determined as if the Employer had withdrawn from the Plan in
a Complete Withdrawal(a) On the date of the Partial Withdrawal, or
(b) In the case of a Partial Withdrawal described in Section 5(a)(i) (relating
to a 70% contribution decline), on the last day of the first Plan Year in
the Three-Year Testing Period, multiplied by

(2)

A fraction which is one minus a fraction(a) The numerator of which is the Employer’s Contribution Base Units for
the Plan Year following the Plan Year in which the Partial Withdrawal
occurs, and
(b) The denominator of which is the average of the Employer’s
Contribution Base Units for(i) Except as provided in clause (ii), the five Plan Years immediately
preceding the Plan Year in which the Partial Withdrawal occurs, or
(ii) In the case of a Partial Withdrawal described in Section V(A)(1)
(relating to 70% contribution decline), the five Plan Years
immediately preceding the beginning of the Three-Year Testing
Period.

(B) In the case of an Employer that has withdrawal liability for a Partial Withdrawal
from Plan, any withdrawal liability of that Employer for a Partial or Complete
Withdrawal from the Plan in a subsequent Plan Year shall be reduced by the

114

amount of any Partial Withdrawal liability (reduced by any abatement or
reduction of such liability) of the Employer with respect to the Plan for a
previous Plan Year to the extent necessary to avoid duplication of liability.
VII. Reduction or Waiver of Complete Withdrawal Liability.
If an Employer that has completely withdrawn from the Plan subsequently resumes
covered operation under the Plan, the unpaid balance of the Employer’s liability
incurred on account of the earlier withdrawal shall be reduced in a manner not
inconsistent with any PBGC regulations issued under ERISA Section 4207.
VIII. Reduction of Partial Withdrawal Liability.
The liability for an Employer for a Partial Withdrawal shall be reduced or
eliminated in accordance with Section 4208 of ERISA.
IX. De Minimis Rule.
(A) The amount of the Unfunded Vested Benefits allocable under Section X to an
Employer who withdraws from the Plan, shall be reduced by the smaller of:
(1)

$50,000 or

(2)

¾ of 1% of the Plan’s unfounded vested obligations (determined as of the
end of the Plan Year ending before the date of withdrawal),

The reduction is to be reduced (but not below zero) by the amount, if any, by
which the Unfunded Vested Benefits allocable to the Employer, determined
without regard to this subsection, exceeds $100,000.
(B) This Section does not apply(1) To an Employer who withdraws in a Plan Year in which substantially all
employers withdraw from the Plan, or
(2) To an Employer who withdraws in a Plan Year in which substantially all
Employers withdraw from the Plan during a period of one or more Plan
Years pursuant to an agreement or arrangement to withdraw.
(C) In any action or proceeding to determine or collect withdrawal liability, if
substantially all Employers have withdrawn from the Plan within a period of
three Plan Years, an Employer who has withdrawn from the Plan during such
period shall be presumed to have withdrawn from the Plan pursuant to an
agreement or arrangement, unless the Employer provides otherwise by a
preponderance of the evidence.
X. Method of Computing Withdrawal Liability.
(A) Definitions. The following definitions apply in this Section X:
(1) “New Employer” means an Employer who first became obligated to
contribute to the Plan on or after January 1, 2012. “New Employer” also
means an Employer that withdraws from the Fund and, on or after January
1, 2012, and while in compliance with all applicable Plan rules, statutes and

115

regulations regarding payment of withdrawal liability, resumes
participation in the Fund and waives its right to abate any prior
withdrawal liability assessment under Section 4207 of ERISA.
(2)“Existing Employer” means an Employer other than a New Employer.
No portion of an Existing Employer shall be considered a New
Employer even if the Existing Employer or its controlled group first
begins to have an obligation to contribute to the Fund for a new
bargaining unit or facilities on or after January 1, 2012.
(3)“Non-forfeitable benefits directly attributable to New Employers” means
benefits earned by a Participant as a result of service with a New Employer.
(4) “Directly attributable assets” means the sum of all contributions made under
the Plan and withdrawal liability payments by New Employers, adjusted
annually by the New Employer Pool’s share of Plan investment earnings and
administrative expenses, and reduced by the benefit payments made for
attributable benefits.
(a) The share of administrative expenses allocated to the New
Employer Pool’s directly attributable assets is equal to the total
Plan administrative expenses, multiplied by the ratio of New
Employer contributions for the Plan Year to all Employer
contributions for the Plan Year.
(b) The share of investment earnings (net of investment expenses,
including management and custodial fees) allocated to the New
Employer Pool’s directly attributable assets is computed by
calculating the return on the Plan’s assets for the Plan Year and
applying that return to the attributed assets, contributions, benefit
payments and administrative expenses. For this purpose, all cash
flows will be assumed to occur mid-year and the return will be
computed using the formula:
Return = Net Investment Income ÷ Average Assets
where Average Assets = Sum of Market Value at the start and end
of the Plan Year, less Net Investment Income.
(B) Calculation of Withdrawal Liability. Effective for withdrawals that occur
on or after January 1, 2012, the Plan shall create two pools of unfunded
vested benefits. The first pool shall be known as the “Existing Employer
Pool.” The New Employer Pool shall consist of the assets and non-forfeitable
benefits directly attributable to New Employers assigned to this pool. The
Existing Employer Pool consists of all plan assets and non-forfeitable benefits
that are not directly attributable to the New Employer pool.
Employer
withdrawal liability in both the New Employer Pool and the Existing
Employer Pool shall be determined in accordance with the Rolling Five
Method as described in ERISA Section 4211(c)(3) except that the assets and
liabilities attributable to the New Employer Pool and the Existing Employer

116

Pool shall be determined separately, as described below:
(1) New Employers: The amount of unfunded vested benefits allocable to a
New Employer who withdraws from the plan shall be equal to the product of
(a) and (b) as described below:
(a) The unfunded vested benefits of the New Employer Pool as of end of the
Plan Year preceding the Plan Year in which the Employer withdraws,
less the value as of the end of such Plan Year of all outstanding claims
for withdrawal liability which can be reasonably collected from New
Employers withdrawing before such year, and
(b) A fraction, the numerator of which is the total amount required to be
contributed under the Plan by the Employer for the last 5 Plan Years
ending before the date on which the Employer withdraws, and the
denominator of which is the total amount contributed under the Plan by
New Employers for the last 5 Plan Years ending before the date on
which the Employer withdraws, increased by any contributions of New
Employers owed with respect to earlier periods which were collected in
those Plan Years, and decreased by any amount contributed by New
Employers who withdrew from the Plan during those Plan Years
(2) Existing Employers: The amount of unfunded vested benefits allocable to
an Existing Employer who withdraws from the Plan shall be equal to the
product of (a) and (b) as described below:
(a) The unfunded vested benefits of the Existing Employer Pool as
of the end of the Plan Year preceding the Plan Year in which the
Employer withdraws, less the value as of the end of such Plan
Year of all outstanding claims for withdrawal liability which can
be reasonably collected from Existing Employers withdrawing
before such year, and
(b) A fraction, the numerator of which is the total amount required to
be contributed under the Plan by the Employer for the last 5 Plan
Years ending before the date on which the Employer withdraws,
and the denominator of which is the total amount contributed
under the Plan by Existing Employers for the last 5 Plan Years
ending before the date on which the Employer withdraws,
increased by any contributions of Existing Employers owed with
respect to earlier periods which were collected in those Plan Years,
and decreased by any amount contributed by Existing Employers
who withdrew from the Plan during those Plan Years
(C) Cessation of Existing Employer Pool. If all Existing Employers cease to be
obligated to contribute to the Plan, the New Employer Pool and the Existing
Employer Pool shall be discontinued and the Plan shall use the one-pool rolling5 method to determine allocable unfunded vested benefits for withdrawals that
occur for Plan Years following the year in which all Existing Employers

117

ceased to be obligated to contribute.
(D) Cessation of New Employer Pool. If in any Plan Year all New Employers
cease to be obligated to contribute to the Plan, the New Employer Pool and the
Existing Employer Pool shall be discontinued and the Plan shall use the one-pool
rolling-5 method to determine allocable unfunded vested benefits for
withdrawals that occur in the following Plan Year. Should an Employer
subsequently commence participation in the Plan during a period in which there
is no New Employer Pool, a New Employer Pool will be established for that
New Employer and all subsequent New Employers.
(E) Five-Year Free Look Rule Applies. If an employer first becomes a
contributing Employer on or after January 1, 2012, and withdraws from the
Plan within five years from the date the Employer became legally obligated to
make Employer Contributions to this Plan, he shall not incur any withdrawal
liability, provided that any such Employer’s contributions did not exceed two
percent (2%) of the total Employer Contributions in any Plan Year of its
participation hereunder.

XI. Obligation to Contribute; Special Rules.
(A) Payments of withdrawal liability under the Plan shall not be considered
contributions.
(B) If a principal purpose of any transaction is to evade or avoid liability under this
Supplement, this Supplement shall be applied (and liability shall be determined
and collected) without regard to such transaction(s).
XII. Actuarial Assumptions.
For purposes of determining an Employer’s withdrawal liability, the Plan’s
Unfunded Vested Benefits shall be determined by the Plan’s enrolled actuary on the
basis of actuarial assumptions and methods which, in the aggregate, are reasonable
(taking into account the experience of the Plan and reasonable expectations) and
which, in combination, offer the actuary’s best estimate of anticipated experience
under the Plan. The assets used to determine the Plan’s Unfunded Vested Benefits
shall be the market value of assets for the plan years on and after January 1, 2011.
In determining the Unfunded Vested Benefits of the Plan for purposes of
determining an Employer’s withdrawal liability, the Plan’s actuary may:
(A) Rely on the most recent complete actuarial valuation used for purposes of
Section 412 of the Code and reasonable estimates for the interim years of the
Unfunded Vested Benefits, and
(B) In the absence of complete data, rely on the data available or any data secured
by a sampling, which can reasonably be expected to be representative of the
status of the entire Plan.

118

XIII. Application of Supplement.
(A) The provisions of this Supplement and any other Plan rules and amendments
authorized under Part 1 of Subtitle E of Title IV of ERISA shall operate and be
applied uniformly with respect to each Employer, except that special provisions
may be made to take into account the credit-worthiness of an Employer. The
Trustees shall give notice to all Employers who have an obligation to contribute
under the Plan and to all employee organizations representing employees
covered under the Plan, of the provisions of this Supplement and of any other
plan rules or amendments adopted under this authority of said Part.
(B) For purposes of the Supplement, under regulations prescribed by the PBGC
pursuant to Section 4001(b)(1) of ERISA, all employees of trades or business
(whether or not incorporated) which are under common control shall be treated
as employed by a single Employer and all such trades or businesses shall be
treated as a single Employer.

XIV. Withdrawal Not to Occur Merely Because of Change in Business Form or
Suspension of Contributions During Labor Dispute.
(A) Notwithstanding any other provisions of this Supplement, an Employer shall not
be considered to have withdrawn from the Plan solely because:
(1) An Employer ceases to exist by reason of(a) A change in corporate structure described in Section 4069(b) of ERISA,
or
(b) A change to an unincorporated form of business enterprise
--if the change causes no interruption in Employer contributions or
obligations to contribute under the Plan, or
(2) An Employer suspends contributions under the Plan during a labor dispute
involving its employees.
(B) For purposes of this Supplement, a successor or parent corporation or other
entity resulting from any such change shall be considered the original
Employer.
XV. Notice, Collection, Etc., of Withdrawal Liability.
(A) An Employer, within thirty (30) days after a written request from the Trustees
or their designees, shall furnish such information as the Trustees reasonably
determine to be necessary to enable the Trustees to comply with the
requirements of the Act, including, but not limited to, information necessary to
determine whether or not a Complete or Partial Withdrawal has occurred.
(B) As soon as practicable after an Employer’s Complete or Partial Withdrawal, the
Trustees shall:
(1) Notify the employer of-

119

(a) The amount of the liability, and
(b) The schedule for liability payments, and
(2) Demand payment in accordance with the schedule.
(C) No later than ninety (90) days after the Employer receives the notice described
in paragraph (B)(1), the Employer:
(1) May request, in writing, that the Trustees review any specific matter
relating to the determination of the Employer’s liability and the schedule of
payments,
(2) May identify in writing any inaccuracy in determination of the amount of
the Unfunded Vested Benefits allocable to the Employer, and
(3) May furnish any additional relevant written information to the Trustees.
(D) After a reasonable review of any matter timely raised, the Trustees shall notify
the Employer, in writing , of:
(1) The Trustees’ decision,
(2) The basis for the decision, and
(3) The reason for any change in the determination of the Employer’s liability
or schedule of liability payments.
(E) Except as provided in subparagraphs (2) and (4) of this paragraph and in
paragraphs (H) and (I), an Employer shall pay the amount determined under
Section X, adjusted if appropriate, first under Section IX and then under
Section VI, over the period of years necessary to amortize the amount in level
annual payments determined under sub-paragraph (3), calculated as if the first
payment were made on the first day of the Plan Year following the Plan Year in
which the withdrawal occurs and as if each subsequent payment were made on
the first day of each subsequent Plan Year.
(1) The determination of the amortization period described in subparagraph (E)
shall be based on the assumptions used for the most recent actuarial
valuation for the Plan prior to the date of the withdrawal.
(2) In any case in which the amortization period described in subparagraph (E)
exceeds twenty (20) years, the Employer’s liability shall be limited to the
first twenty (20) annual payments determined under subparagraph (3).
(3) Except as provided in subparagraph (5), the amount of each annual payment
shall be the product of:
(a) The average annual number of required Contribution Base Units for the
period of three (3) consecutive Plan Years during the period of ten (10)
consecutive Plan Years ending before the Plan Year in which the
withdrawal occurs in which the number of Contributions Base Units for
which the Employer had an obligation to contribute under the Plan was
the highest, and

120

(b) The highest contribution rate at which the Employer had an obligation
to contribute under the Plan during the ten (10) Plan Years ending with
the Plan Year in which the withdrawal occurs. For purposes of this
paragraph (3), a Partial Withdrawal described in Section V(A)(1) shall
be deemed to occur on the last day of the first year under the ThreeYear Testing Period described in Section V (B)(1)(a)(i).
(4) If the Plan terminates by the withdrawal of every Employer from such Plan,
or if substantially all the Employers withdraw from such Plan pursuant to
an agreement or arrangement to withdraw from the Plan, notwithstanding
any other provision of this Supplement, the total Unfunded Vested Benefits
of such Plan shall be fully allocated amount all such Employers in a manner
not inconsistent with regulations prescribed by the PBGC. Withdrawal by
an Employer from the Plan, during a period of three (3) consecutive Plan
Years within which substantially all the Employers who have an obligation
to contribute under such Plan withdraw, shall be presumed to be a
withdrawal pursuant to an agreement or arrangement, unless the Employer
proves otherwise by a preponderance of the evidence.
(5) In the case of a Partial Withdrawal described in Section 5(a), the amount of
each annual payment shall be the product of(a) The amount determined under subparagraph (3) (determined without
regard to this subparagraph), multiplied by
(b) The fraction determined under Section VI(A)(2).
(F) Withdrawal liability shall be payable in accordance with the schedule set forth
by the Trustees under subsection (B)(1), beginning no later than sixty (60) days
after the date of the demand, notwithstanding any request for review or appeal
of determinations of the amount of such liability or of the schedule, except as
specifically provided by ERISA Section 4221(f).
(G) Each annual payment determined under subparagraph (E)(3) shall be payable
quarterly on the 20th day of the month. If a payment is not made when due,
interest on the payment shall accrue from the due date until the date on which
the payment is made. Such interest shall be computed in accordance with
subparagraph (J)(1).
(H) The Employer shall be entitled to prepay the outstanding amount of the unpaid
annual withdrawal liability payments determined under subparagraph (E)(3),
plus accrued interest, if any, in whole or in part, without penalty. If the
prepayment is made pursuant to a withdrawal which is later determined to be
part of a withdrawal described in subparagraph (E)(4), the withdrawal liability
of the Employer shall not be limited to the amount of the prepayment.
(I) In the event of a Default, the Trustees shall require immediate payment of the
total outstanding amount of an Employer’s withdrawal liability, plus accrued
interest on the total outstanding liability from the due date of the first payment
that was not timely made. For purposes of this Section, the term “Default”
means-

121

(1) The failure of an Employer to make, when due, any payment under this
Section, if the failure is not cured within sixty (60) days after the Employer
receives written notification from the Trustees of such failure, or
(2) Knowledge by the Trustees of the occurrence of any of the following events
(each of which the Trustees have determined indicates a substantial
likelihood that an Employer will be unable to pay its withdrawal liability):
(a) The Employer’s insolvency, or any assignment by the Employer for the
benefit of creditors, or the Employer’s calling of a meeting of creditors
for the purpose of offering a composition or extension to such creditors,
or the Employer’s appointment of a committee of creditors or
liquidating agent, or the Employer’s offer of a composition or extension
to creditors;
(b) The Employer’s dissolution;
(c) The making of (or sending notice of) an intended bulk sale by the
Employer, or the assignment, pledge, mortgage or hypothecation by the
Employer of any account receivable or any of its property;
(d) The filing or commencement by the Employer, or the filing or
commencement against the Employer or any of its property, of any
proceeding, suit or action, at law or in equity, under or relating to any
bankruptcy,
reorganization,
arrangement-of-debt,
insolvency,
adjustment-of-debt, receivership, liquidation or dissolution law or
statute or amendments thereto, unless such proceeding, suit or action
against the Employer or its property is set aside, withdrawn, or
dismissed within ten (10) days after the date of the filing or
commencement;
(e) The entry of any judgment or the issuance of any warrant, attachment, or
injunction or governmental tax lien or levy against the Employer or
against any of its property, unless such judgment, attachment,
injunction, lien, or levy is discharged, set aside, or removed within ten
(10) days after the date the judgment is entered or such attachment,
injunction, lien, or levy is issued;
(f) The failure of the Employer to maintain a reasonable ratio of current
assets in comparison to current liabilities, current assets and current
liabilities to be determined in accordance with generally accepted
accounting principles and practices consistently followed;
(g) Default by the Employer on any contractual obligation which the
Trustees determine to be material in relation to the financial condition
of the Employer; or,
(h) Such other event as the Trustees may determine indicates a substantial
likelihood that the Employer will be unable to pay its withdrawal
liability, provided written notice of such determination is given to the
Employer with a reasonable opportunity to demonstrate, to the
satisfaction of the Trustees, that such determination was in error. The
122

Trustees, from time to time, may adopt written rules of general
application defining additional events that they determine indicate,
alone or in combination, a substantial likelihood that an Employer will
be unable to pay its withdrawal liability.
(J) Except as provided in subparagraph XV(E)(1), interest under this subsection (1)
shall be charged at rates based on prevailing market rates for comparable
obligations, in accordance with regulations prescribed by the PBGC as reported
by the Board of Governors of the Federal Reserve System in Statistical Release
H.15.
(1) Interest shall be charged on any amount in default, from the date the
payment was due to the date it is paid.
(K) In the event of a Default, the Employer shall be treated as a Delinquent
Employer and, therefore, subject to the fees and penalties as applicable under
the Plan, the Trust, Collection Procedures, or Section 515 of ERISA.
(L) Nonpayment by an Employer of any amounts due shall not relieve any other
Employer from its obligations to pay withdrawal liability.
XVI. Resolution of Disputes.
(A) Any dispute between an Employer and the Trustees concerning a determination
made under this Supplement shall be resolved through arbitration. Either party
may initiate the arbitration proceeding within a 60-day period after the earlier
of(1) The date of notification to the Employer under Section XV(D), or
(2) 120 days after the date of the Employer’s request under Section XV(C).
The parties may jointly initiate arbitration within the 180-day period after
the date of the Trustees’ demand under Section XV(B)(1).
(B) The arbitration of such dispute shall be submitted to arbitration as provided in
Section 4221 of ERISA, to be conducted in accordance with the applicable
rules of the American Arbitration Association not inconsistent with regulations
of the PBGC.
(1) Only those specific matters for which the Employer timely requested review
pursuant to ERISA Section 4219(b)(2) can be submitted to arbitration.
(2) The situs of all arbitration under this Section shall coincide with the
geographical jurisdiction of the U.S. District Court for the Northern District
of Illinois.
(C) For purposes of any proceeding under this Section, any determination made by
the Trustees under Sections I through XV and Section XVII is presumed
correct unless the party contesting the determination shows by a preponderance
of the evidence that the determination was unreasonable or clearly erroneous.
(1) In the case of the determination of a Plan’s Unfunded Vested Benefits for a
Plan Year, the determination is presumed correct unless a party contesting
123

the determination shows by a preponderance of the evidence that(a) The actuarial assumptions and methods used in the determination were,
in the aggregate, unreasonable (taking into account the experience of
such Plan and reasonable expectations), or
(b) The Plan’s actuary made a significant error in applying the actuarial
assumptions or methods.
(D) If no arbitration proceeding has been initiated pursuant to subsection (A), the
amounts demanded by the Trustees under Section XV(B)(1) shall be due and
owing on the schedule set forth by the Trustees. The Trustees may bring an
action for collection in a state or federal court of competent jurisdiction.
(1) Upon completion of the arbitration proceedings in favor of one of the
parties, any party thereto may bring an action, no later than thirty (30) days
after the issuance of an arbitrator’s award, in an appropriate United States
district court in accordance with Section 4301 of ERISA, to enforce, vacate,
or modify the arbitrator’s award.
(2) Any arbitration proceedings under this Section shall, to the extent consistent
with Title IV of ERISA, be conducted in the same manner subject to the
same limitations, carried out with the same powers (including subpoena
power), and enforced in United States courts as an arbitration proceeding
carried out under Title 9, United States Code.
(E) In any proceeding under subsection (B), there shall be a presumption, rebuttable
only by a clear preponderance of the evidence, that the findings of fact made by
the arbitrator were correct.
(F) Payments shall be made by an Employer in accordance with the determinations
made under this Supplement until the arbitrator issues a final decision with
respect to the determination submitted for arbitration, with any necessary
adjustments in subsequent payments for overpayments or underpayments
arising out of the decision of the arbitrator with respect to the determination. If
the Employer fails to make timely payment in accordance with such final
decision, the Employer shall be treated as being delinquent in the making of a
contribution required under the Plan, and shall be liable to the Plan for the
amounts specified therein, except that the rate of interest applicable shall be
determined under Section XV(J)(1) of this Supplement, and liquidated damages
shall be computed at the greater of the interest charged or 20% of the unpaid
payments.
(G) In any suit by the Trustees to collect withdrawal liability, including a suit to
enforce an arbitrator’s award and a claim asserted by the Trustees in an action
brought by an Employer or other party, if judgment is awarded in favor of the
Plan, the Employer shall pay to the Plan, in addition to the unpaid liability and
interest thereon as determine herein, liquidated damages equal to the greater of(1) The amount of interest charged on the unpaid balance, or
(2) 20% of the unpaid amount awarded.

124

The Employer shall also pay attorney fees and all costs incurred by the Plan
in the action, as awarded by the court. Nothing in this paragraph shall be
construed as a waiver or limitation of the Plan’s right to any other legal or
equitable relief.
(H) If an Employer requests, in writing, that the Trustees make available to the
Employer general information necessary for the Employer to compute its
withdrawal liability with respect to the plan (other than information which is
unique to the Employer), the Trustees shall furnish the information to the
Employer without charge. If any Employer requests, in writing, that the
Trustees make an estimate of such Employer’s potential withdrawal liability
with respect to the Plan or provide information unique to that Employer, the
Trustees will require the Employer to pay the reasonable costs of making such
estimate or providing such information. If the Employer requests, in writing, a
copy of this Supplement A, the Trustees shall provide it, following receipt of a
reasonable copying fee.
XVII. Limitation on Withdrawal Liability.
(A) In the case of a bona fide sale of all or substantially all of the Employer’s assets
in an arm’s length transaction to an Unrelated Party (within the meaning of
Section IV(A)(3)(b)), the Unfunded Vested Benefits allocable to an Employer
(after the application of all Sections of this Supplement having a lower number
designation than this Section), other than an Employer undergoing
reorganization under Title 11, United States Code, or similar provisions of state
law, and other than an Employer entitled to relief under Section XVII(C) of this
Supplement, shall not exceed a portion (determined under paragraph (B)) of the
liquidation or dissolution value of the Employer (determined after the sale or
exchange of such assets).
(B) For purposes of paragraph (A), the portion shall be determined in accordance
with the following table for sales or exchanges occurring prior to January 1,
2007:
If the liquidation or dissolution
Value of the Employer after the
Sale or exchange is:
Not more than $2,000,000

the portion is:
30% of the amount.

More than $2,000,000 but
Not more than $4,000,000

$600,000 plus 35% of the
amount in excess of $2,000,000

More than $4,000,000 but
Not more than $6,000,000

$1,300,000 plus 40% of the
amount in excess of $4,000,000

More than $6,000,000 but
Not more than $7,000,000

$2,100,000 plus 45% of the
amount in excess of $6,000,000

More than $7,000,000 but
Not more than $8,000,000

$2,550,000 plus 50% of the
amount in excess of $7,000,000

125

More than $8,000,000 but
Not more than $9,000,000

$3,050,000 plus 60% of the
amount in excess of $8,000,000

More than $9,000,000 but
Not more than $10,000,000

$3,650,000 plus 70% of the
amount in excess of $9,000,000

More than $10,000,000

$4,350,000 plus 80% of the
amount in excess of $10,000,000

For purposes of paragraph (A), the portion shall be determined in accordance with
the following table for sales or exchanges occurring on or after January 1, 2007:
If the liquidation or dissolution
Value of the Employer after the
sale or exchange is:
Not more than $5,000,000

the portion is:
30% of the amount.

More than $5,000,000 but
Not more than $10,000,000

$1,500,000 plus 35% of the
amount in excess of $5,000,000

More than $10,000,000 but
Not more than $15,000,000

$3,250,000 plus 40% of the
amount in excess of $10,000,000

More than $15,000,000 but
Not more than $17,500,000

$5,250,000 plus 45% of the
amount in excess of $15,000,000

More than $17,500,000 but
Not more than $20,000,000

$6,375,000 plus 50% of the
amount in excess of $17,500,000

More than $20,000,000 but
Not more than $22,500,000

$7,625,000 plus 60% of the
amount in excess of $20,000,000

More than $22,500,000 but
Not more than $25,000,000

$9,125,000 plus 70% of the
amount in excess of $22,500,000

More than $25,000,000

$10,875,000 plus 80% of the
amount in excess of $25,000,000.

(C) In the case of an insolvent Employer undergoing liquidation or dissolution as of
the date of the Employer’s withdrawal, the Unfunded Vested Benefits allocable
to that Employer shall not exceed an amount equal to the sum of:
(1) 50% of the Unfunded Vested Benefits allocable to the Employer
(determined without regard to this Section), and
(2) That portion of 50% of the Unfunded Vested Benefits allocable to the
Employer (as determined under paragraph (1)) which does not exceed the
liquidation or dissolution value of the Employer, determined(a) As of the commencement of liquidation or dissolution, and
(b) After reducing the liquidation or dissolution value of the Employer by
the amount determined under paragraph (1).
(D) To the extent that the withdrawal liability of an Employer is attributable to his

126

obligation to contribute to or under the Plan as an individual (whether as a sole
proprietor or as a member of a partnership), property which may be exempt
from the estate under Section 522 of Title 11, United States Code, or under
similar provisions of law, shall not be subject to enforcement of such liability.
(E) For purposes of this Section:
(1) An Employer is insolvent if the liabilities of the Employer, including
withdrawal liability under the Plan (determined without regard to
subsection (C)), exceed the assets of the Employer (determined as of the
commencement of the liquidation or dissolution), and
(2) The liquidation or dissolution value of the Employer shall be determined
without regard to such withdrawal liability.
(F) In the case of one or more withdrawal of an Employer attributable to the same
sale, liquidation, or dissolution, under regulation prescribed by the PBGC(1) All such withdrawal shall be treated as a single withdrawal for the purpose
of applying this Section, and
(2) The withdrawal liability of the Employer to the Plan shall be an amount
which bears the same ratio to the present value of the withdrawal liability
payment to all plans (after the application of the preceding provision of this
Section) as the withdrawal liability of the Employer to such Plan
(determined without regard to this Section) bears to the withdrawal liability
of the Employer to all plans (determined without regard to Section 4225 of
ERISA).
XVIII. Implementation.
The Trustees may establish a Committee or Subcommittee consisting of at least one
Union Trustee and one Employer Trustee with the authority to take whatever actions
are required to implement the provisions of this Supplement.
XIX. Definitions.
(A) “Code” means the Internal Revenue Code of 1986, as amended from time to
time.
(B) “Complete Withdrawal” means a complete withdrawal described in Section III.
(C) “Contribution Base Unit” means the unit of employment earned by an employee
in a capacity for which the Employer is required to make a contribution to the
Fund pursuant to a written agreement that satisfies the requirements of the Plan.
(D) “Obligation to Contribute” means an obligation to contribute arising:
(1) under one or more collective bargaining (or related) agreements, or
(2) as a result of a duty under applicable labor-management relations law, but
does not include an obligation to pay withdrawal liability under this
Supplement or to pay delinquent contributions.

127

(E) “Partial Withdrawal” means a partial withdrawal describe in Section V.
(F) “Plan” or “Fund” means the “Local 731, I.B. of T., Excavators and Pavers
Pension Plan” and those plans which have merged with the “Local 731, I.B. of
T., Excavators and Pavers Pension Plan” for purposes of allocating to an
Employer Unfunded Vested Benefits of those pension plans. The Plan does not
primarily cover employees in the building and construction industry and
ERISA Section 4203(b) is inapplicable.
(G) “Unfunded Vested Benefits” means an amount an equal to:
(1) the value of nonforfeitable benefits under the Plan, less
(2) the value of the assets of the Plan.

128

Exhibit C

3/22/2017
8:59 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Page

1

Selection Criteria
Slip.Classification
Refe.Selection

Open
Include: WL - D M D SERVICES, INC.

Rate Info - identifies rate source and level
Slip ID
Attorney
Activity
Dates and Time
Client
Posting Status
Reference
Description
Client: IBT 731 EX PEN 143
391098
TIME
JMB
6/14/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
WL - D M D SERVICE
Open legal file; telephone conference with R.
Lacey regarding past delinquency matters,
apparent withdrawal, and issuing Statement of
Business Affairs Form; draft, revise, and finalize
Statement of Business Affairs Form and cover
letter; docket company's deadline to return
Statement of Business Affairs Form; conference
with J. Lannoye regarding case status.

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

1.05
0.00

175.00
C@5

183.75

392228
TIME
JJL
6/14/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Conference with J Barr regarding next steps.
WL - D M D SERVICE

0.25
0.00

240.00
C@1

60.00

391296
TIME
JMB
6/15/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Telephone conference with L. Finnegan regarding WL - D M D SERVICE
status of current delinquency case against
company, past cases and litigation against
company, and company's potential assets;
research state court lawsuits against company;
review dockets for state court lawsuits.

0.50
0.00

175.00
C@5

87.50

391357
TIME
JMB
6/16/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Conference with J. Lannoye regarding telephone WL - D M D SERVICE
conference with L. Finnegan, apparent state court
judgments against company, and confirming
whether withdrawal liability is uncollectible.

0.30
0.00

175.00
C@5

52.50

391391
TIME
JJL
6/16/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Conference with J. Barr regarding status of claim. WL - D M D SERVICE

0.30
0.00

240.00
C@1

72.00

Exhibit 1

3/22/2017
8:59 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Page

2

Slip ID
Attorney
Activity
Dates and Time
Client
Posting Status
Reference
Description
391456
TIME
JMB
6/20/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Review delivery confirmation for Statement of
WL - D M D SERVICE
Business Affairs Form.

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

0.10
0.00

175.00
C@5

17.50

392089
TIME
JMB
6/30/2016
NORMAL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Review state court dockets for documents bearing WL - D M D SERVICE
on company's indebtedness; conference with staff
regarding obtaining documents from clerk.

0.45
0.00

175.00
C@5

78.75

392161
TIME
JMB
NORMAL
7/1/2016
Billed
G:24130
9/6/2016 IBT 731 EX PEN 143
Conference with staff regarding pleadings obtainedWL - D M D SERVICE
from the clerk.

0.10
0.00

200.00
C@5

20.00

392290
TIME
JMB
7/5/2016
NORMAL
Billed
G:24130
9/6/2016 IBT 731 EX PEN 143
Review state court documents reflecting lawsuits WL - D M D SERVICE
filed against the company, judgments against the
company, and creditors' success collecting on
judgments; research whether company or potential
control group members have filed for bankruptcy.

0.70
0.00

200.00
C@5

140.00

392696
TIME
JMB
7/8/2016
NORMAL
Billed
G:24130
9/6/2016 IBT 731 EX PEN 143
Review confirmation of delivery of Statement of
WL - D M D SERVICE
Business Affairs Form to company's president.

0.10
0.00

200.00
C@5

20.00

394646
TIME
JMB
8/3/2016
NORMAL
Billed
G:24184
10/3/2016 IBT 731 EX PEN 143
Research phone numbers for company; attempted WL - D M D SERVICE
telephone conference (number disconnected) and
voicemail for company regarding status of
Statement of Business Affairs Form; draft, revise,
and finalize final notice to company regarding its
obligation to complete Statement of Business
Affairs Form.

0.65
0.00

200.00
C@5

130.00

395156
TIME
JMB
8/9/2016
NORMAL
Billed
G:24184
10/3/2016 IBT 731 EX PEN 143
Review confirmation of delivery of Statement of
WL - D M D SERVICE
Business Affairs Form final notice.

0.10
0.00

200.00
C@5

20.00

3/22/2017
8:59 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Page

3

Slip ID
Attorney
Activity
Dates and Time
Client
Posting Status
Reference
Description
397749
TIME
JMB
9/15/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Conference with J. Lannoye regarding assessing WL - D M D SERVICE
withdrawal liability.

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

0.15
0.00

200.00
C@5

30.00

399660
TIME
JJL
9/15/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Conference with J. Barr regarding assessing
WL - D M D SERVICE
withdrawal liability.

0.15
0.00

300.00
C@1

45.00

398145
TIME
JMB
9/21/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Communication with D. Marsick requesting
WL - D M D SERVICE
contribution history.

0.15
0.00

200.00
C@5

30.00

398294
TIME
JMB
9/22/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Review contribution history; communication with WL - D M D SERVICE
actuaries requesting withdrawal liability calculation.

0.25
0.00

200.00
C@5

50.00

398420
TIME
JMB
9/23/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Communication from J. Hamburg regarding
WL - D M D SERVICE
withdrawal date and contribution rates.

0.10
0.00

200.00
C@5

20.00

398485
TIME
JMB
9/26/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Communications with J. Hamburg regarding
WL - D M D SERVICE
highest contribution rate and withdrawal date.

0.20
0.00

200.00
C@5

40.00

398612
TIME
JMB
9/27/2016
NORMAL
Billed
G:24289
11/10/2016 IBT 731 EX PEN 143
Research property used by company and potential WL - D M D SERVICE
control group members.

1.25
0.00

200.00
C@5

250.00

400003
TIME
JMB
10/18/2016
NORMAL
Billed
G:24412
12/7/2016 IBT 731 EX PEN 143
Communications with actuaries regarding status of WL - D M D SERVICE
withdrawal liability calculation.

0.15
0.00

200.00
C@5

30.00

400573
TIME
JMB
10/27/2016
NORMAL
Billed
G:24412
12/7/2016 IBT 731 EX PEN 143
Communication with J. Mara regarding status of WL - D M D SERVICE

0.10
0.00

200.00
C@5

20.00

3/22/2017
8:59 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Slip ID
Dates and Time
Posting Status
Description
withdrawal liability calculation.

Attorney
Activity
Client
Reference

Page

4

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

400753
TIME
JMB
10/31/2016
NORMAL
Billed
G:24412
12/7/2016 IBT 731 EX PEN 143
Communications with J. Mara regarding status of WL - D M D SERVICE
withdrawal liability calculation.

0.10
0.00

200.00
C@5

20.00

401370
TIME
JMB
11/4/2016
NORMAL
Billed
G:24500
1/6/2017 IBT 731 EX PEN 143
Communication with J. Hamburg regarding
WL - D M D SERVICE
completion of withdrawal liability calculation; review
calculation.

0.10
0.00

200.00
C@5

20.00

401488
TIME
JMB
11/7/2016
NORMAL
Billed
G:24500
1/6/2017 IBT 731 EX PEN 143
Draft, review, revise, and finalize notice and
WL - D M D SERVICE
demand and payment schedule.

1.05
0.00

200.00
C@5

210.00

401956
TIME
JMB
11/15/2016
NORMAL
Billed
G:24500
1/6/2017 IBT 731 EX PEN 143
WL - D M D SERVICE
Review UPS delivery confirmation; docket
company's deadline for submitting request for
review.

0.15
0.00

200.00
C@5

30.00

402077
TIME
JMB
11/16/2016
NORMAL
Billed
G:24500
1/6/2017 IBT 731 EX PEN 143
Review certified mail delivery confirmation for
WL - D M D SERVICE
control group member.

0.10
0.00

200.00
C@5

20.00

Total: Time
Billable
Unbillable
Total
392943
6/14/2016
Billed
Photocopying.

EXP

1697.00
0.00
1697.00

8.60
0.00
8.60

EIC
PHOTOCOPYING
8/9/2016 IBT 731 EX PEN 143
WL - D M D SERVICE

67

0.15

10.05

391326
EXP
EIC
6/15/2016
CERTIFIED MAIL
Billed
G:24038
8/9/2016 IBT 731 EX PEN 143
Certified letter to D M D Services, Inc and J.
WL - D M D SERVICE
Disilvio.

2

7.78

15.56

G:24038

3/22/2017
8:59 AM

Slip ID
Dates and Time
Posting Status
Description
393805
6/30/2016
Billed
Lexis charges.

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Page

5

Attorney
Activity
Client
Reference
EIC
LEXIS
8/9/2016 IBT 731 EX PEN 143
WL - D M D SERVICE

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

1

6.19

6.19

392743
EXP
7/1/2016
Billed
G:24130
Copies at State Court. »visa

EIC
EX
9/6/2016 IBT 731 EX PEN 143
WL - D M D SERVICE

1

17.87

17.87

392782
EXP
7/1/2016
Billed
G:24130
Copies at State Court. »visa

EIC
EX
9/6/2016 IBT 731 EX PEN 143
WL - D M D SERVICE

1

8.68

8.68

392783
EXP
7/1/2016
Billed
G:24130
Copies at State Court. »visa

EIC
EX
9/6/2016 IBT 731 EX PEN 143
WL - D M D SERVICE

1

4.09

4.09

401514
EXP
EIC
11/8/2016
CERTIFIED MAIL
Billed
G:24500
1/6/2017 IBT 731 EX PEN 143
Certified letter to 32 E. Lake Street LLC.
WL - D M D SERVICE

1

8.62

8.62

402068
EXP
11/8/2016
Billed
G:24500
UPS package sent to J. Disilv. »Visa.

EIC
UPS
1/6/2017 IBT 731 EX PEN 143
WL - D M D SERVICE

1

35.18

35.18

403836
11/8/2016
Billed
Photocopying.

EIC
PHOTOCOPYING
1/6/2017 IBT 731 EX PEN 143
WL - D M D SERVICE

90

0.15

13.50

EXP
G:24038

EXP
G:24500

Total: Expense
Billable
Unbillable
Total

0.00
0.00
0.00

119.74
0.00
119.74

Billable
Unbillable
Total

8.60
0.00
8.60

1816.74
0.00
1816.74

Billable

8.60

1816.74

Total: WL - D M D SERVICES, INC.

Total: IBT 731 EX PEN 143

3/22/2017
8:59 AM

Slip ID
Dates and Time
Posting Status
Description

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Page

Rate
Rate Info
Bill Status

6

Attorney
Activity
Client
Reference
Unbillable
Total

Units
DNB Time

Slip Value

0.00
8.60

0.00
1816.74

Billable
Unbillable
Total

8.60
0.00
8.60

1816.74
0.00
1816.74

Grand Total

3/22/2017
9:00 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Page

1

Selection Criteria
Slip.Classification
Refe.Selection

Open
Include: WL - D M D SERVICES, INC.

Rate Info - identifies rate source and level
Slip ID
Attorney
Activity
Dates and Time
Client
Posting Status
Reference
Description
Client: IBT 731 EX PEN FUND LIT 965
406981
TIME
JMB
1/26/2017
NORMAL
Billed
G:24731
3/7/2017 IBT 731 EX PEN FUN
WL - D M D SERVICE
Open legal file; review online dockets for state
court lawsuits brought against company; draft,
review, revise, and finalize complaint, summons,
civil cover sheet, and attorney appearance forms;
prepare and submit documents for e-filing.

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

2.50
0.00

225.00
C@5

562.50

407000
TIME
JMB
1/27/2017
NORMAL
Billed
G:24731
3/7/2017 IBT 731 EX PEN FUN
Conference with C. Coleman regarding civil cover WL - D M D SERVICE
sheet.

0.15
0.00

225.00
C@5

33.75

407013
TIME
CC
1/27/2017
NORMAL
Billed
G:24731
3/7/2017 IBT 731 EX PEN FUN
Receive and prepare documents for e-filing; e-file WL - D M D SERVICE
complaint, exhibit, civil cover sheet, attorney
appearances and summons; receive email from
court and prepare documents for distribution.
from 200

1.10
0.00

120.00
C@7

132.00

407204
TIME
JMB
1/31/2017
NORMAL
Billed
G:24731
3/7/2017 IBT 731 EX PEN FUN
Review order setting various dates; docket dates. WL - D M D SERVICE

0.20
0.00

225.00
C@5

45.00

407814
TIME
2/6/2017
WIP
Voicemail from process server regarding service.

JMB
NORMAL
IBT 731 EX PEN FUN
WL - D M D SERVICE

0.10
0.00

225.00
C@5

22.50

408645
TIME
JMB
2/13/2017
NORMAL
WIP
IBT 731 EX PEN FUN
Review affidavit of non-service; review company's WL - D M D SERVICE
secretary of state records; review Illinois statute for
service through the Secretary of State; complete
affidavit for service through Secretary of State;
request check for processing fee for service

0.90
0.00

225.00
C@5

202.50

3/22/2017
9:00 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Slip ID
Dates and Time
Posting Status
Description
through Secretary of State; assemble documents
for submission to Secretary of State.

Attorney
Activity
Client
Reference

Page

2

Units
DNB Time

Rate
Rate Info
Bill Status

Slip Value

409461
TIME
JMB
2/27/2017
NORMAL
WIP
IBT 731 EX PEN FUN
Review affidavit processed by Secretary of State; WL - D M D SERVICE
review instructions and statute regarding mailing
requirement; research and telephone conference
with Secretary of State's office regarding former
addresses for company's registered agent and
office; draft, review, revise and finalize cover letter
to company regarding service through Secretary of
State and initial order in case; complete affidavit of
service; prepare and submit document for e-filing;
docket answer deadline.

1.40
0.00

225.00
C@5

315.00

409510
TIME
2/27/2017
WIP
Receive and prepare documents for e-filing; e-file
affidavit of service; receive email from court and
prepare documents for distribution.

CC
NORMAL
IBT 731 EX PEN FUN
WL - D M D SERVICE

0.15
0.00

120.00
C@7

18.00

410324
TIME
3/7/2017
WIP
Review service on company returned to sender;
docket date by which default judgment motion
must be filed in order for it to be heard at initial
status hearing.

JMB
NORMAL
IBT 731 EX PEN FUN
WL - D M D SERVICE

0.15
0.00

225.00
C@5

33.75

410881
TIME
3/13/2017
WIP
Review certified mail card confirming delivery of
complaint to former registered agent.

JMB
NORMAL
IBT 731 EX PEN FUN
WL - D M D SERVICE

0.10
0.00

225.00
C@5

22.50

411239
TIME
JMB
3/21/2017
NORMAL
WIP
IBT 731 EX PEN FUN
WL - D M D SERVICE
Analyze how to proceed with count for control
group liability; draft motion for default judgment,
proposed judgment order, certificate of service,
notice of motion, and affidavit of R. Clarson;
communications with R. Clarson and M. Kaspar
regarding affidavit; research interest rates;
calculate interest and liquidated damages owed;
review judge's procedures for initial status hearings
and status reports.

3.75
0.00

225.00
C@5

843.75

3/22/2017
9:00 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Slip ID
Dates and Time
Posting Status
Description

Attorney
Activity
Client
Reference

Units
DNB Time

Billable
Unbillable
Total

Page

Rate
Rate Info
Bill Status

10.50
0.00
10.50

3

Slip Value

Total: Time

407473
1/27/2017
Billed
Photocopying.

EXP

407486
1/27/2017
Billed
Filing fee.»Visa

EXP

2231.25
0.00
2231.25

EIC
PHOTOCOPYING
3/7/2017 IBT 731 EX PEN FUN
WL - D M D SERVICE

45

0.15

6.75

EIC
EX
3/7/2017 IBT 731 EX PEN FUN
WL - D M D SERVICE

1

400.00

400.00

408835
EXP
JPD
2/6/2017
EX
WIP
IBT 731 EX PEN FUN
Service of process. »ck#42878 - 2/13/17 - $180.00. - D M D SERVICE
WL

1

60.00

60.00

408839
EXP
JMB
2/13/2017
EX
WIP
IBT 731 EX PEN FUN
Fee for service on Secretary of State. »ck#42879 -WL - D M D SERVICE
2/13/17 - $10.00.

1

10.00

10.00

EIC
PHOTOCOPYING
IBT 731 EX PEN FUN
WL - D M D SERVICE

43

0.15

6.45

409651
EXP
2/27/2017
WIP
Certified letter to D M D Services, Inc, J. Disilvio
and J. Hyman.

EIC
CERTIFIED MAIL
IBT 731 EX PEN FUN
WL - D M D SERVICE

3

8.87

26.61

410510
2/27/2017
WIP
Photocopying.

EIC
PHOTOCOPYING
IBT 731 EX PEN FUN
WL - D M D SERVICE

168

0.15

25.20

Billable
Unbillable
Total

0.00
0.00
0.00

535.01
0.00
535.01

10.50

2766.26

410491
2/13/2017
WIP
Photocopying.

G:24731

G:24731

EXP

EXP

Total: Expense

Total: WL - D M D SERVICES, INC.
Billable

3/22/2017
9:00 AM

DOWD, BLOCH, BENNETT, CERVONE, AUERBACH & YOKICH
Slip Listing - by Client by Ref

Slip ID
Dates and Time
Posting Status
Description

Page

Attorney
Activity
Client
Reference
Unbillable
Total

Units
DNB Time
0.00
10.50

0.00
2766.26

Billable
Unbillable
Total

Total: IBT 731 EX PEN FUND LIT

Rate
Rate Info
Bill Status

4

Slip Value

10.50
0.00
10.50

2766.26
0.00
2766.26

Billable
Unbillable
Total

10.50
0.00
10.50

2766.26
0.00
2766.26

965

Grand Total