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TARTER KRINSKY & DROGIN LLP Attorneys for The Christian Brothers Institute, et al. Debtors and Debtors-in-Possession 1350 Broadway, 11th Floor New York, New York 10018 (212) 216-8000 Scott S. Markowitz, Esq. Marilyn Simon, Esq. Eric H. Horn, Esq. UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ------------------------------------------------------------------- x In re: : : THE CHRISTIAN BROTHERS INSTITUTE, et al. : : Debtors. : ------------------------------------------------------------------- x

Chapter 11 Case No.: 11-22820 (RDD) (Jointly Administered)

DEBTORS APPLICATION FOR RETENTION OF RE/MAX 10 AS DEBTORS REAL ESTATE BROKER TO: THE HONORABLE ROBERT D. DRAIN UNITED STATES BANKRUPTCY JUDGE The Christian Brothers of Ireland, Inc. (CBOI or the Debtor), one of the abovecaptioned debtors and debtors-in-possession, hereby files this application (the Application) to retain Re/Max 10 (Re/Max) as its real estate broker with respect to the marketing and sale of a certain piece of real property. In support of this Application, the Debtor relies upon and incorporates by reference the Affidavit of Richard Ostergren (the Ostergren Affidavit) attached hereto as Exhibit A. In further support of the Application, the Debtor respectfully represents as follows: JURISDICTION 1. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C. 157

and 1334 and the Order of Reference, dated July 10, 1984 (Ward, C.P.J.). This is a core

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proceeding pursuant to 28 U.S.C. 157(b). Venue is proper before this Court pursuant to 28 U.S.C. 1408 and 1409. The statutory bases for the relief requested herein are 11 U.S.C. 101(14), 327(a) and 328, Rule 2014 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules) and Rule 2014-1 of the Local Bankruptcy Rules for the Southern District of New York (the Local Rules). BACKGROUND 1. On April 28, 2011 (the Petition Date), each of the above captioned debtors

(collectively, the Debtors) filed their respective Chapter 11 cases by filing a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code (the Bankruptcy Code). Pursuant to 1107(a) and 1108 of the Bankruptcy Code, the Debtors continue to operate as debtors-in-possession. No trustee has been appointed. 2. The Debtors cases were consolidated for administrative purposes only, by order

dated May 2, 2011. Thereafter, by order dated May 18, 2011, the Debtors were authorized to retain Tarter Krinsky & Drogin LLP as bankruptcy counsel. 3. On May 11, 2011, the United States Trustee appointed an Official Committee of

Unsecured Creditors (the Committee). The Committee retained Pachulski Stang Ziehl & Jones LLP as its counsel which was approved by an order of this Court dated July 14, 2011. 4. CBOI is a domestic not-for-profit 501(c)(3) corporation organized under the Not-

for-Profit Corporation Law of the State of Illinois. The purpose for which CBOI was, and continues to be, formed was to establish, conduct and support Catholic elementary and secondary schools principally throughout the State of Illinois, as well as other spiritual and temporal affairs of the former Brother Rice Province of the Congregation of Christian Brothers. As a not-forprofit corporation, the assets, and/or income are not distributable to, and do not inure to the

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benefit of its members, or officers. CBOI depends upon grants and donations to fund a portion of its operating expenses. 5. The cause for the filing of this case has been extensively detailed in the affidavit

pursuant to Local Bankruptcy Rule 1007-2 filed with the original petitions, and is referred to as if fully set forth herein. 6. By order of this Court dated September 29, 2011, CBOI was authorized to retain

Re/Max as its real estate broker with respect to the marketing and sale of real property located at 9757 S. Seeley Avenue, Chicago, Illinois. 7. The Debtors are continuing to review their real estate portfolio to determine

which properties may be sold as part of their efforts to reorganize and propose a plan to creditors in these cases. In that regard, CBOI is filing this Motion to retain Re/Max to market and sell the property located at 8554 Lavergne Avenue, Burbank, Illinois (the Property). The Property is currently vacant. A copy of the residential exclusive right to sell marketing agreement, dated December 16, 2011 (the Agreement) is annexed hereto as Exhibit B. RELIEF REQUESTED 8. By this Application, CBOI seeks entry of an order pursuant to Bankruptcy Code

327(a) and Bankruptcy Rule 2014(a) authorizing the retention and employment of Re/Max with respect to the marketing and sale of the Property. BASIS FOR RELIEF 9. Bankruptcy Code 327(a) provides that a debtor, subject to Court approval may employ one or more attorneys, accountants, appraisers, auctioneers, or other professional persons, that do not hold or represent an interest adverse to the estate, and that are disinterested persons, to represent or assist the [debtor] in carrying out the [debtor]s duties under this title.

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11 U.S.C. 327(a). 10. Bankruptcy Rule 2014(a) requires that an application for retention include specific facts showing the necessity for the employment, the name of the [firm] to be employed, the reasons for the selection, the professional services to be rendered, and proposed arrangement for compensation, and, to the best of the applicants knowledge, all of the [firms] connections with the debtor, creditors, any other party in interest, their respective attorneys and accountants, the United States trustee, or any person employed in the office of the United States trustee. Fed. R. Bankr. P. 2014. 11. CBOI submits that the retention of Re/Max is warranted under Bankruptcy Code

327 and Bankruptcy Rule 2014(a). Indeed, in order to achieve the highest and best value for the Property, CBOI submits that the assistance of highly qualified brokers is necessary. QUALIFICATIONS 12. CBOI has selected Re/Max because the firm has considerable experience in

representing sellers of homes and has worked with CBOI in the past. Indeed, CBOI retained (approved by order of the Court dated September 29, 2011) Re/Max to market and sell the property located at 9757 S. Seeley Avenue, Chicago, Illinois. 13. Additionally, Richard Ostergren, a real estate broker with considerable experience

in selling and marketing homes of this type, is licensed in the State of Illinois and is a broker/owner of Re/Max. He, and/or Courtney Sinisi, a designated agent of Re/Max, will be primarily responsible for the marketing and sale of the Property. CBOI believes, and

respectfully submits, that Re/Max is experienced and qualified to market the Property. Re/Max has indicated its willingness to serve as CBOIs exclusive real estate broker under the Agreement and in accordance with the terms of this Application.

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SCOPE OF SERVICES & COMPENSATION 14. The professional services that Re/Max will provide are specifically set forth in the

Agreement,1 but in general include marketing the Property to obtain prospective, well qualified purchasers that are ready, willing and able to purchase the Property. All costs associated with the marketing of the Property including, but not limited to, advertisements, public relations, marketing brochures, etc. will be borne by Re/Max. 15. Upon sale of the Property, Re/Max will be paid a commission of six (6%) percent In the event another licensed real estate broker is

of the sales price (the Commission).

solicited by Re/Max to become involved in the transaction, Re/Max shall pay such broker a fee for services by separate agreement with such broker, and in no event shall the fee for services paid by CBOI exceed the Commission. 16. Since it is acting merely as real estate broker and will be paid a commission, only,

it will be burdensome for Re/Max to comply with the requirements of the Bankruptcy Code with respect to maintenance of time records. Its sale efforts will not affect CBOIs cash flow. Based upon these factors, CBOI respectfully requests that Re/Max (i) be exempted from the requirements to maintain time records; and (ii) be exempted from the monthly record keeping and notice requirements set forth in this Courts Order Establishing Procedures for Monthly Compensation and Reimbursement of Expenses of Professionals (the Interim Compensation Order) (Docket No. 64).

This summary of the Agreement is descriptive only and is qualified in its entirety by the provisions of the Agreement. The terms of the Agreement will control in the event of any inconsistency between this Application and the Agreement.

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DISINTERESTEDNESS 17. To the best of CBOIs knowledge, and except as otherwise as disclosed in the

Ostergren Affidavit, the members and employees of Re/Max do not hold or represent an interest materially adverse to CBOIs estate with respect to any matter upon which it is to be engaged. 18. To the best of CBOIs knowledge, Re/Max is a disinterested person as that term

is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code, in that their members and employees (a) (b) 19. are not creditors, equity security holders or insiders of the Debtor; and are not and were not, within 2 years before the date of the filing of the petition, a director, officer, or employee of the Debtor.

Re/Max has not entered into any agreement prohibited by 155 of Title 18 of the

United States Code or 504 of the Bankruptcy Code. NOTICE 20. CBOI respectfully submits that no notice of this Application is necessary

inasmuch as the requested relief does not affect the substantive rights of any party. A copy of this Application, the Ostergren Affidavit, and the proposed order of retention has been submitted to the United States Trustee and counsel for the Committee for review and approval. NO PRIOR REQUEST 21. other court. WHEREFORE, CBOI respectfully requests that the prefixed order be entered pursuant to 327(a) and 328 of the Bankruptcy Code, Bankruptcy Rule 2014 and Local Bankruptcy Rule 2014-1(a), authorizing CBOI to employ and retain Re/Max as its exclusive real No prior application for the relief requested herein has been made to this or any

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estate agent to market the Property on the terms set forth in the Agreement, and that it have such other and further relief as is just and proper. Dated: New York, New York December 20, 2011 THE CHRISTIAN BROTHERS OF IRELAND, INC. By: /s/ Brother Kevin Griffith Brother Kevin Griffith Vice-President

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TARTER KRINSKY & DROGIN LLP Attorneys for The Christian Brothers Institute et al. Debtors and Debtors-in-Possession 1350 Broadway, 11th Floor New York, New York 10018 (212) 216-8000 Scott S. Markowitz, Esq. Eric H. Horn, Esq. UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ------------------------------------------------------------------- x In re: : : THE CHRISTIAN BROTHERS INSTITUTE, et al. : : Debtors. : ------------------------------------------------------------------- x

Chapter 11 Case No.: 11-22820 (RDD) (Jointly Administered)

AFFIDAVIT OF RICHARD OSTERGREN IN SUPPORT OF DEBTORS APPLICATION FOR RETENTION OF RE/MAX 10 AS EXCLUSIVE REAL ESTATE BROKER TO CHRISTIAN BROTHERS OF IRELAND, INC. STATE OF ILLINOIS COUNTY OF COOK ) ) ss.: )

Richard Ostergren, being duly sworn, states as follows: 1. I am a Broker/Owner of Re/Max 10 (Re/Max) with an office located at 9909

Southwest Highway, Oaklawn, Illinois. Among other things, Re/Max is an Illinois licensed real estate brokerage firm. 2. I submit this affidavit in support of the application (the Application) of

Christian Brothers of Ireland, Inc. (CBOI) the above-captioned debtor and debtor-inpossession (the Debtor), for an order authorizing it to retain Re/Max as its exclusive real estate agent to market and sell a residence located at 8554 Lavergne Avenue, Burbank, Illinois (the Property) under the terms of a residential exclusive right to sell marketing agreement, dated December 16, 2011 (the Agreement), annexed as Exhibit B to the Application.

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3.

Re/Max is experienced and qualified to represent the Debtor in its effort to sell the

Property in this Case. The services to be rendered include all of those services summarized in the Application and set forth in the Agreement.1 4. Neither I, Re/Max, nor any officer, director, shareholder or employee of Re/Max,

insofar as I have been able to ascertain, has any connection with the Debtor, its creditors or any other interested party or their respective attorneys and accountants, except that Re/Max, its officers, directors, shareholders and employees: (a) was retained (approved by order of this Court dated September 29, 2011) by CBOI to market and sell the property located at 9757 S. Seeley Avenue, Chicago, Illinois; (b) may have represented in the past, and may represent in the future, entities in matters wholly unrelated to the Debtors Case, where one or more of the said parties may have been, or may be or become involved in this Case; and (c) may represent or may have represented, certain of the Debtors creditors in matters wholly unrelated to its Case. 5. Neither I, Re/Max nor any officer, director, shareholder or employee of Re/Max,

insofar as I have been able to ascertain, holds or represents any interest adverse to that of the estate in the matters upon which Re/Max is to be engaged and I believe Re/Max to be a disinterested person within the meaning of 101(14) of the Bankruptcy Code. 6. I have advised the Debtor of Re/Maxs willingness to serve as its exclusive real

estate agent under the Agreement, consistent with the provisions of the Bankruptcy Code and Rules for professional services rendered and expenses incurred in accordance with the provisions of 328, 330 and 331 of the Bankruptcy Code. 7. The six (6%) percent commission rate to be paid upon the closing of the sale of

the Property is competitive with the rates charged by other firms and the services to be rendered are also comparable to those provided by other brokerage firms.
1

Capitalized terms otherwise undefined herein shall have the meaning set forth in the Application.

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8.

While employed by the Debtor, Re/Max will not represent any other entity having

an adverse interest in connection with this Case. 9. To the best of my knowledge, information and belief, Re/Max has not entered into

any agreement prohibited by 155 of Title 18 of the United States Code or 504 of the Bankruptcy Code. 10. I have read the Application for an order approving the retention of Re/Max as the

Debtors exclusive real estate agent to sell the Property and, to the best of my knowledge, information and belief, the contents of said Application are true and correct.

/s/ Richard Ostergren Richard Ostergren Sworn to before me this 20th day of December, 2011 /s/ Lynnda Coury Lynnda Coury Notary Public, State of Illinois Commission Expires 1/27/14

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