ML24165A272
| ML24165A272 | |
| Person / Time | |
|---|---|
| Site: | 07000925 |
| Issue date: | 06/13/2024 |
| From: | Hesemann J Environmental Properties Management |
| To: | Miller R, James Smith Document Control Desk, Office of Nuclear Material Safety and Safeguards, State of OK, Dept of Environmental Quality (DEQ) |
| References | |
| Download: ML24165A272 (1) | |
Text
June 13, 2024
Mr. James Smith U.S. Nuclear Regulatory Commission 11555 Rockville Pike Rockville, MD 20852-2738
Ms. Rachel Miller Oklahoma Department of Environmental Quality 707 North Robinson Oklahoma City, OK 73101
Re: Docket No. 07000925; License No. SNM-928 Cimarron Environmental Response Trust Intent to Engage Legal Counsel for Construction Contracting Support
Dear Recipients:
As Trustee for the Cimarron Environmental Response Trust (CERT), Environmental Properties Management LLC (EPM) will be executing contracts for the fabrication, construction, installation, and startup of facilities and groundwater remediation infrastructure and treatment systems. Specifically, contracts will be executed for the following services to be performed for the decommissioning of the Cimarron site:
- 1. General construction services including site work (i.e., grading, access road improvements, stormwater controls, foundations, etc.), construction of the Western Area Treatment Facility and the Burial Area #1 Remediation Facility, construction of remediation trenches, provisioning of utilities, and construction of well field conveyance piping, metering, and supporting power and communications.
- 2. Fabrication, testing, installation and startup of water treatment and resin processing systems.
- 3. Final design, fabrication, testing, and installation of treated water injection systems.
- 4. Installation of groundwater extraction wells and monitor wells.
EPM plans to retain legal counsel to advise EPM in the development of terms and conditions to be included in these contracts. Terms and conditions will include requireme nts stipulated in the Consent Decree and Environmental Settlement Agreement and the Cimarron Environmental Response Trust Agreement (the Trust Agreement). Following solicitation of bids for the four contracts enumerated above, the same legal counsel will advise EPM in negotiating final terms and conditions and executing contracts with the firm selected for each contract. EPM will obtain approval of recommended contractors from the U. S. Nuclear Regulatory Commission (NRC) and the Oklahoma Department of Environmental Quality (DEQ) prior to engaging in contract negotiations with these firms.
9400 Ward Parkway
- Kansas City, MO 64114 Tel: 405-642-5152
- jlux@envpm.com EPM has selected Stinson LLP to support and represent EPM in this matter. Enclosed please find a copy of the engagement letter and the resumes of individuals who may be retained to provide legal counsel to EPM. Legal counsel is expected to be provided primar ily by Donta Dismuke and Chelsea Templeton.
Section 4.6 of the Cimarron Environmental Response Trust Agreement authorizes EPM to retain legal counsel. Obtaining the approval of the Lead Agencies (NRC and the DEQ) is not required by the Trust Agreement; however, EPM believes it is app ropriate to inform the Lead Agencies of our decision to obtain legal assistance in this matter.
Time is of the essence, as EPM is scheduled to begin issuing requests for bids for the construction contra cts in early July. Unless eith er the NRC or the DEQ object to EPM retaining Stinson LLP to provide legal counsel in suppor t of constructio n contracting, EPM will accept and agree to the terms of the enclosed engagement agreement by June 21, 2024.
If you have any questions or desire clarification, please call me at (816) 652-2994.
Sincerely,
John R. Hesemann Vice President, EPM, and Trust Administrator
cc: (electronic copies only)
Angela Coggins, NRC Lee Dooley, DEQ NRC Public Document Room
Enclosures Stinson LLC Engagement Letter Stinson LLC Personnel Resumes Brittany A. Barrientos PARTNER DIRECT: 816.691.2358 OFFICE: 816.842.8600
brittany.barrientos@stinson.com
June 6, 2024
John Hesemann 9400 Ward Parkway Kansas City, MO 64114 jhesemann@burnsmcd.com
Re: Environmental Properties Management, LLC - Cimarron Facility, Crescent, Oklahoma facility decommissioning work (the "Matter")
Dear John:
Thank you for selecting Stinson LLP (the "Firm") to represent Environmental Properties Management, LLC in connection with the above-referenced Matter. We appreciate the confidence that you have placed in us and look forward to serving as counsel in this engagement.
We are submitting this letter and the accompanying General Terms of Representation to serve as the written agreement for our engagement. This letter and the General Terms of Representation contain important information regarding how we provide legal services and will apply, unless otherwise agreed in writing, to all current and future matters for which you have retained or will retain us. If you have any questions about any part of our engagement or if you would like to discuss possible modifications to the terms of this engagement, please call me.
Client
For purposes of this engagement, the Firm's sole client will be Environmental Properties Management, LLC (the "Client"). Except as otherwise agreed in writing, the Firm will not be representing any other person or entity in the Matter.
Scope of Engagement
Unless otherwise specifically agreed in writing, the scope of this engagement will be limited to the provision of legal services for developing contract documents and negotiating with selected parties regarding facility decommissioning and remediation work at the Cimarron Facility in Crescent, Oklahoma.
Our acceptance of this engagement does not involve an undertaking to represent you or your interests in any other matter.
Beginning January 1, 2024, the Corporate Transparency Act imposes continuing duties on Reporting Companies to file updated beneficial ownership reports with the Financial Crimes Enforcement Network (FinCEN) if there are changes to a Reporting Company or its Beneficial Owners, as defined in the CTA. For more information see fincen.gov/boi-faqs. It is the Reporting Company's responsibility to designate someone to monitor for changes that would require filing an updated report with FinCEN. Absent written agreement to handle these tasks, the Firm will not monitor for such changes nor prepare and submit corrected or updated reports under the CTA.
1201 Walnut Street, Suite 29 00, Kansas City, MO 64106
3521039.0003/189377398.1 Mr. John Hesemann June 6, 2024 Page 2
Fees and Charges
Our fees for this engagement will be based upon and billed at the hourly rates of each attorney, paralegal, and other timekeeper performing services on your behalf. The current hourly rates for attorneys and paralegals anticipated to work on the Matter are as follows:
Attorney/Paralegal Hourly Rate
Scot Hill $655.00 Brittany Barrientos $505.00 Chelsea Templeton $485.00 Kristen Ellis Johnson $480.00 Donta Dismuke $375.00
Our hourly rates are adjusted periodically, typically on an annual basis, to reflect the advancing experience, capabilities, and seniority of our attorneys and paralegals as well as general economic factors. From time to time, it may become necessary or desirable to assign different or additional attorneys or paralegals to work on your Matter. You agree that we may charge the hourly rates currently in effect at the time the work is performed. In addition, we will bill for or request direct payment for disbursements or expenses that we incur, including delivery charges, significant photocopy or reproduction costs, computerized legal research charges, filing fees, fees and costs associated with practice support and/or electronic discovery providers, travel expenses, expert witness fees, and other vendor fees, if any. Typically, we forward third-party charges in excess of $250 directly to you for payment. You agree to be responsible for the payment of such third-party charges and agree to indemnify the Firm in the event such charges are not paid and the vendor makes a claim against the Firm. Payment is due upon receipt of our statements.
NOTICE: This agreement contains provisions requiring arbitration of fee disputes. Before you sign this agreement you should consider consulting with another lawyer about the advisability of making an agreement with mandatory arbitration requirements. Arbitration proceedings are ways to resolve disputes without use of the court system. By entering into agreements that require arbitration as the way to resolve fee disputes, you give up (waive) your right to go to court to resolve those disputes by a judge or jury. These are important rights that should not be given up without careful consideration.
Retainers
We may at any time request an advance fee retainer for any professional fees associated with the Matter.
Retainers and other funds that belong to you will be held without interest on account by the Firm, until disbursed. Such funds may be applied in payment of your account for legal fees owed or other expenses incurred on your behalf.
Conflicts of Interest
We have performed a search of our other clients to determine if representing you might create a potential conflict of interest with any other clients. That check was done using your name and any other names you gave us. Please inform us immediately if you use other names.
3521039.0003/189377398.1 Mr. John Hesemann June 6, 2024 Page 3
Review and Return of Engagement Letter
We ask that you review this letter and the General Terms of Representation carefully and let us know if there is any provision that you do not understand. If you have any questions concerning the terms of our engagement, or if you ever have a question about our charges, or their reasonableness, please contact me at your convenience to discuss the matter.
Please sign and return this letter to confirm that it accurately reflects the scope, terms and conditions with respect to this engagement. You can send us the signed letter with your original ink signature, or you can scan it with your signature and send us a pdf, facsimile, or other imaged version. You also have the option of signing electronically, e.g., by typing "/s/ [your name]," in the space provided for your signature, or by using commercially available electronic signature software. By electing to use the option of signing electronically, you consent to do business by electronic means. Stinson also consents to do business by electronic means.
Please note that if we do not receive a signed copy of this letter, your instructing us or continuing to instruct us on this Matter will constitute your full acceptance of the terms of this letter and in the accompanying General Terms of Representation.
Thank you for choosing us as counsel. We look forward to a good and productive relationship.
Sincerely,
Stinson LLP
Brittany A. Barrientos
BAB:nk
ACCEPTED AND AGREED this ____ day of June, 2024:
Environmental Properties Management, LLC
By: ____________________________
Name: John Hesemann
Title:
3521039.0003/189377398.1 GENERAL TERMS OF REPRESENTATION
Stinson LLP appreciates the opportunity to serve you. Our goal is to provide legal services that address your legal needs effectively and efficiently through our various offices.
The following information explains the client service practices and billing procedures that apply to our representation of your interests (unless you have reached a different written understanding with us). We encourage you to discuss these practices with our lawyers whenever you have questions during the course of our engagement.
Our Client. The person(s) or entity(ies) who are the client(s) in this engagement are limited to those specifically stated in the accompanying engagement letter. In order to avoid misunderstandings and/or inadvertent conflicts of interest in the future, it is understood that, in the absence of written agreement to the contrary, neither this engagement nor our work in connection with this engagement shall be understood or taken to create an attorney-client relationship with other, including related or affiliated (e.g., parent, subsidiary, shareholder, partner, member, director, officer, employee, insurer, joint venture, etc.), persons or entities.
Personnel. One lawyer will generally be assigned primary responsibility for seeing that your requests for legal services are met, but additional lawyers may assist in providing appropriate and efficient legal services. We attempt to assign personnel to each matter based on the nature and scope of the issues raised by the matter in conjunction with the experience and expertise of our lawyers.
Provision of Legal Services. This engagement is for provision of professional legal services, and not for the provision of business, personal, accounting, technical or other advice not constituting legal services. It is agreed that the client is not relying upon counsel in this engagement for advice in areas other than professional legal services, even if such matters should be discussed in connection with the engagement.
Results. At the commencement or during the course of our representation, we may express opinions or beliefs concerning various issues or courses of action and the results that might be anticipated. Any such statement made by any partner or employee of our Firm is intended to be an expression of opinion only, based on information available to us at the time, and should not be construed as a promise or guarantee.
Entire Agreement. The accompanying engagement letter together with these General Terms of Representation shall constitute the entire agreement between us concerning the engagement, and shall not be modified or supplemented, except in a subsequent writing signed by the parties.
Periodic Billings for Legal Services. Unless other arrangements have been made, it is our policy to render periodic statements for legal services on a monthly basis. We normally base these interim statements on hourly rates of lawyers and legal assistants working on the matter. Statements will be due upon presentation, and are to be paid no later than 30 days following the invoice date. The amounts paid on our interim billings are applied to the total final fee. If any statement amount remains unpaid 60 days after the invoice date, the Firm reserves the right to terminate its services, consistent with applicable Rules of Professional Conduct.
3521039.0003/189377398.1 When agreed to by engagement letter, fees are sometimes fixed irrespective of the hours involved.
Circumstances, including those set out below may require departure from the application of hourly rates.
Determination of the total final fee may await conclusion of each specified case or matter so that all relevant factors may be considered.
The Firm has offices in multiple states. Our lawyers are subject to rules governing the professional conduct of lawyers in those states. In addition to time spent, these rules list other factors that can be considered in determining a reasonable fee. These include: reputation, the skill and experience required to complete the services properly; the extent to which the acceptance of the particular matter will preclude other employment; the amount involved; the results obtained; the time limitations imposed by the client or by the circumstances; the nature and length of the professional relationship with the client; and whether the fee is fixed or contingent. In the absence of agreement with you, those factors will not be used to increase our billings for fees above the charge resulting from application of hourly rates.
Estimates and Budgets. Please note that any estimates of anticipated fees and costs that we may provide at your request, whether for budgeting purposes or otherwise, are only an approximation because of the uncertainties involved in the representation. Unless we have otherwise agreed in writing to a specific fixed fee or fee cap, any such estimate is not a maximum or minimum fee quotation, and our fees will be determined based on actual hours incurred in accordance with the terms of our representation. It is also expressly understood that, absent a written contingent fee agreement, payment of the Firm's fees and costs is in no way contingent on the ultimate outcome of the matter.
Retainers. With new clients or with substantial new matters for existing clients, the Firm may require what is known as a "retainer held as security." This retainer may be in the nature of a deposit, held by the Firm for the protection of its investment of time and effort which will be applied to the final billing. Another type of retainer may require you to deposit a certain amount, against which monthly statement amounts will be applied. At the end of each month, the agreed upon monthly retainer amount must be replenished to its original amount. Even though a retainer is outstanding, we expect you to pay for services rendered as reflected by interim billings.
Paralegals/Practice Support Consultants/Document Clerks. Certain work will be done by paralegals, sometimes called "legal assistants," and/or Practice Support Consultants. Such persons, although not practicing lawyers, have undergone training to perform certain kinds of services at lower rates. In matters involving significant quantities of document management, document clerks may be used to perform tasks at lower rates than those of legal assistants. In matters in which electronically stored information is relevant to the representation, Practice Support Consultants are used. All such work is supervised by practicing lawyers. The use of such persons allows us to deliver legal services to you at a lower cost.
Client Disbursements. Most matters require, from time to time, certain monetary advances to be made on your behalf by the Firm. Some "client disbursements" represent out-of-pocket charges we advance, others represent internal costs (including costs such as fees for service of process, court filing fees, deliveries, copying charges, travel expenses, computer assisted legal research, costs associated with electronically stored information that may be relevant to the representation, etc.). It is understood that while acting as your lawyers, we have the authority to use our best judgment in making such expenditures on your behalf.
Unless we have made prior arrangements with you, we will send you monthly billings for client disbursements incurred during the preceding month. If the nature of the matter is such that we anticipate substantial advances, we may require a separate deposit for such purpose. Substantial individual items in excess of $250, such as expert witness fees, the costs of deposition transcripts, printing costs, etc., may be billed directly to you by the vend or of such services. In many matters when lawyers must examine legal
3521039.0003/189377398.1 authorities, it is more economical to accomplish the task using computer databases of legal precedents (instead of the traditional method of manual retrieval). In such instances, the special charges assessed by the providers of these services, Lexis and Westlaw, are shown on client disbursement billings as "Lexis or Westlaw Research."
RESOLUTION OF DISPUTES CONCERNING FEES AND OTHER CHARGES.
(a) ANY CLAIM, CONTROVERSY OR DISPUTE, WHETHER SOUNDING IN CONTRACT, STATUTE, OR TORT, OR ANY OTHER LEGAL THEORY, RELATED DIRECTLY OR INDIRECTLY TO THE FEES OR OTHER CHARGES BY OUR FIRM TO YOU, INCLUDING, BUT NOT LIMITED TO YOUR NON-PAYMENT OF ANY AMOUNTS BILLED TO YOU, SHALL BE RESOLVED BY MANDATORY BINDING ARBITRATION AS PRESCRIBED IN THIS SECTION. THE FEDERAL ARBITRATION ACT, NOT STATE LAW, GOVERNS THE ARBITRATION, INCLUDING BUT NOT LIMITED TO THE QUESTION OF WHETHER A CLAIM IS SUBJECT TO ARBITRATION. YOU AND OUR FIRM EACH AGREE TO WAIVE ANY RIGHT TO TRIAL IN A COURT OF LAW AND ANY RIGHT TO A TRIAL BY JURY THAT MAY OTHERWISE EXIST.
(b) THE ARBITRATION WILL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION UNDER ITS COMMERCIAL ARBITRATION RULES. THE ARBITRATION SHALL BE TO A SINGLE ARBITRATOR WHO IS A LICENSED ATTORNEY WITH AT LEAST TEN YEARS EXPERIENCE IN THE JURISDICTION IN WHICH THE OFFICE OF OUR ATTORNEY PRIMARILY RESPONSIBLE FOR YOUR ENGAGEMENT IS LOCATED, AND THE ARBITRATION SHALL BE HELD IN THAT CITY. JUDGMENT UPON THE AWARD RENDERED BY THE ARBITRATOR MAY BE ENTERED IN ANY COURT HAVING JURISDICTION.
(c) THIS AGREEMENT TO ARBITRATE CONTAINS RISKS AND BENEFITS AND REQUIRES EACH PARTY TO GIVE UP RIGHTS THEY WOULD OTHERWISE HAVE. YOU ARE ADVISED TO SEEK INDEPENDENT COUNSEL, AND YOU ARE NOT REQUIRED TO AGREE TO THIS PROVISION.
ARBITRATION MAY BE A MORE EFFICIENT AND LESS PUBLIC MEANS OF RESOLVING OUR DISPUTES. HOWEVER, BY AGREEING TO THIS PROVISION, YOU WAIVE YOUR RIGHT TO BRING AN ACTION IN COURT, AND TO HAVE A JURY TRIAL, AND YOUR RIGHT TO AN APPEAL. IN MOST CIRCUMSTANCES, THE DECISION OF THE ARBITRATOR IS FINAL AND MAY NOT BE APPEALED OR CHALLENGED, EXCEPT ON VERY LIMITED GROUNDS. DISCOVERY (THE PARTIES' RIGHT TO OBTAIN INFORMATION FOR EACH OTHER AND THIRD PARTIES) IS OR MAY BE LIMITED OR PRECLUDED IN ARBITRATION. ARBITRATION MAY BE MORE OR LESS EXPENSIVE THAN AN ACTION IN COURT. THE ARBITRATOR MAY ALLOCATE THE COSTS OF ARBITRATION, INCLUDING THE FEES OF THE ARBITRATOR, TO ONE OR BOTH OF THE PARTIES. IF YOU HAVE ANY QUESTIONS ABOUT ARBITRATION OR WHETHER YOU SHOULD AGREE TO THIS PROVISION, SEEK INDEPENDENT LEGAL ADVICE OR ASK THAT THIS PROVISION BE DELETED FROM OUR AGREEMENT WITH YOU BEFORE YOU SIGN IT.
(d) THIS PROVISION SHALL NOT APPLY IN ANY JURISDICTION IN WHICH IT DOES NOT COMPLY WITH THE RULES OF PROFESSIONAL CONDUCT APPLICABLE TO ATTORNEYS.
File Retention. After our representation has ended, we will, upon your request, deliver the file for this engagement to you. If you do not request the file, we will retain it for a period of five years after the matter is closed. If you do not request delivery of the file before the end of the five year period, we will have no further obligation to retain the file and may, at our discretion, destroy it without further notice to you,
3521039.0003/189377398.1 subject to governing rules of professional conduct. At any point during the five year period, you may request delivery of the file.
Disbursements and Other Charges. We will also charge you for certain expense items listed below that we provide in connection with our legal services. Through long-term contracts with computer research vendors, and practice support and/or electronic discovery providers, we receive discounted rates on some of these services in exchange for guaranteed payment, usage or other obligations undertaken at our risk.
The payments that we receive from clients for these services may or may not exceed our total payments to the vendors. Any excess is used to partially offset the costs we incur for related equipment and personnel as well as the risks we assume in entering into these contracts.
Specific items provided by the Firm are currently charged at the following rates which may be changed periodically due to economic factors as reflected on the monthly invoice:
Computer Research. We do not charge clients for the use of the Firm's internal work product retrieval system. Clients are charged for computer-assisted research at rates we establish based on any agreement we have with the vendor and our associated risks in entering into long-term usage contracts.
Telecommunications. We do not charge for local or long-distance phone calls or electronic mail transmissions.
Mail/Messengers. Messengers are used as appropriate to assure expedited delivery. The cost of such messengers is charged directly to clients without markup. We do not charge for regular mail; however, bulk mailings, packages and special postal services are charged at our actual cost.
Travel. Unless other arrangements have been specified, any air travel required in connection with our representation of your interests will be at coach rates.
Electronic Communications. We may use various forms of electronic communications to discuss matters concerning your representation. Any such communication is not without some risk. For example, someone with sufficient knowledge, tools, and access could intercept and use information related to those communications. This could cause you to lose your confidentiality and attorney/client privilege protections. However, to facilitate your representation, you approve the use of electronic communications during your representation by us unless we are instructed otherwise.
Termination of Services. In the event that you choose to terminate our services, please advise us of such in writing. We retain the right to cease performing legal services and to terminate our legal representation for any reason consistent with ethical rules, including conflicts of interest or the failure to pay legal fees and expenses when due. Our termination or your termination of services does not affect your obligation to pay legal fees and expenses incurred prior to the effective date of such termination. Unless previously terminated, our representation of the Client will terminate upon our sending our final statement for services rendered. Unless we are re-engaged after our representation terminates, we will have no continuing obligation to advise the Client with respect to future legal developments or otherwise monitor renewal or notice dates or similar deadlines that may arise from the matter(s) for which we had been engaged.
Questions. One of our goals is to ensure that legal services are delivered effectively and efficiently, and that all billings are accurate and understandable. Please direct any questions about services or billing practices to the Chief Operating Officer. Questions regarding the billing or payment status of your account may also be directed to our Client Accounting Department.
3521039.0003/189377398.1 Chelsea L. Templeton She/Her
PARTNER
chelsea.templeton@stinson.com
Direct: 816.691.3195
Office: Kansas City
Chelsea efficiently and effectively delivers creative legal solutions forChelsea efficiently and effectively delivers creative legal solutions for clients in corporate finance and private equity.clients in corporate finance and private equity.
Chelsea focuses her practice on mergers and acquisitions, PRACTICES & INDUSTRIES venture capital investments, general business law and corporate Corporate Finance governance. Mergers & Acquisitions She represents publicly and privately held companies, as well as Venture Capital & Emerging Companies private equity and venture capital funds in mergers, acquisitions,Governance, Risk & Compliance and financing transactions. Chelsea also has experience with Investment Management offerings of debt securities and with structured finance and Private Equity securitization transactions. She also counsels nonprofit Public Companies, Securities & Capital organizations through formation and corporate governance Markets matters. Nonprofit Organizations, Charitable Planning & Foundations Chelsea also helps her clients - from public companies to Animal Health & Nutrition startups - strategically approach their commercial contracting needs, including purchase and sale agreements, manufacturing ADMISSIONS and supply agreements, entity formation documents, joint Missouri, 2014 venture agreements and executive employment documents. Kansas, 2015 Chelsea has experience in several industries, including animal U.S. Court of Federal Claims
health, energy, technology, waste management, financial services EDUCATION and consumer products. University of Missouri-Kansas City School of Law, J.D., cum laude, 2014
University of Missouri-Kansas City Law Review, Lead Comment Editor
STINSON LLP STINSON.COM Chelsea L. Templeton
EXPERIENCE The Order of the Barristers
The Urban Lawyer, Staff Member Chelsea has significant experience representing clients in University of Missouri-Kansas City, B.A., 2011 mergers, acquisitions and divestitures, including:
Chancellors Scholar, 2007-2011
Numerous transactions for Koch Industries, Inc. and its Intercollegiate Tennis Association Scholar affiliates Athlete, 2007-2011
Acquisition of EnviroSolutions, Inc. by Waste Management, Inc. (NYSE) (terms not disclosed)
Association of Verified Beef by American Angus Association (terms not disclosed)
Sale of a $14 million investment bioscience portfolio held by a government entity to a private investment company
Sale of franchisee's 44 restaurant franchises located in 7 states to the restaurants' national franchisor for $208 million
Sale of an 80% limited liability company membership interest in a glass and glazing contractor for $16 million with a potential of an additional $2.6 million in earn-outs
Sale of telecommunication cabinet distributor for $23 million
Sale of warehouse operating company and its real estate holdings to real estate developer for $103 million
She has represented clients in venture capital transactions totaling more than $500 million.
Chelsea has represented a public utility company in issuances of over $345 million of first mortgage bonds and over $410 million of senior notes.
RECOGNITIONS
Named to the 2023-2024 Best Lawyers in America© "Ones to Watch" list
Named a Rising Star by Missouri & Kansas Super Lawyers for Mergers & Acquisitions, 2017, 2019-2021
STINSON LLP STINSON.COM Chelsea L. Templeton
CALI Excellence for the Future Award in the Secured Transactions
West Publishing Company Award for Most Significant Contribution to Legal Scholarship
PROFESSIONAL & CIVIC ACTIVITIES
Kansas City Metropolitan Bar Association
Nelson-Atkins Museum of Art Friends of Art Leadership Council, 2019-2022
Party Arty Vice-Chair, 2017-2018
Party Arty Co-Chair, 2018-2019
Kansas City Young Audiences, Board Member
STINSON LLP STINSON.COM Scot Hill
PARTNER
scot.hill@stinson.com
Direct: 816.691.3275
Office: Kansas City
Scot is a results-oriented legal advisor who helps companies meet theirScot is a results-oriented legal advisor who helps companies meet their business objectives.business objectives.
Scot's common sense business advice has helped businesses PRACTICES & INDUSTRIES achieve their goals while solving the legal problems (and Corporate Finance capitalizing on the legal opportunities) that affect their Private Business businesses. Agribusiness Scot helps fashion agreements to meet the needs of clients, big Sports & Recreation and smallfrom public companies to the new entrepreneur Mergers & Acquisitions starting out. Scot lives and breathes the world of contracts Oil & Gas purchase agreements, merger agreements, joint ventures, Animal Health & Nutrition executive employment agreements, entity formation, etc.
ADMISSIONS Scot's experience and knowledge span a wide range of industries Missouri, 1998 all across North America (and sometimes beyond). For example, Kansas, 1999 Scot has assisted clients selling their companies engaged in suchTexas, 2017 diverse industries as pet food in Alaska, hockey equipment in Canada, offshore oil gathering platforms in the Gulf of Mexico, EDUCATION and countless other industries across the Heartland. University of Michigan, J.D., 1998 Scot also helps companies in their day-to-day contracting needs. University of Kansas, B.A., with honors and For example, Scot has significant experience in such industries ashighest distinction, 1994
professional sports (primarily major league baseball), consumer products, firearms, energy, and agricultural commodities.
STINSON LLP STINSON.COM Scot Hill
Scot is co-chair of the firm's Sports & Recreation practice group.
Scot understands the importance of providing great legal service and value to our clients. As an attorney certified in Legal Project Management (LPM), he has been trained in matter budgeting and management in order to provide transparency and efficiency to our clients.
EXPERIENCE
Mergers and Acquisitions
Scot has led many transactions involving the acquisition and divestiture of private and public companies in regulated and unregulated industries, including e-commerce services, insurance services and consumer money transfer services. Scot has represented buyers and sellers in a diverse array of businesses, such as consumer products, firearms and accessories, retail propane, natural gas storage facilities, ethanol production, railroads and grain elevators. For example, Scot has:
Represented an engineering firm in the rollup of other engineering firms.
Represented numerous public and private firearms and ammunition companies in acquisitions and divestitures.
Represented an insurance services company in the rollup of numerous other insurance services companies.
Represented a private company in its rollup of numerous small digital marketing companies (followed by the sale of the private company itself).
Represented a public company in its purchase of numerous consumer money transfer companies.
Represented a public company in its purchase of numerous natural gas storage facilities.
Represented a private company in the sale of its microelectronics business.
Represented a short line railroad in connection with its purchase of other short line railroads.
Joint Ventures
Scot has significant experience in negotiating and documenting joint venture arrangements. For example, Scot has:
Assisted with joint ventures in connection with major capital projects, biomedical devices, grain terminals, water infrastructure facilities, and crude processing transloading facilities.
Assisted with joint ventures involving service companies, including e-commerce, title insurance, and railcar repair services.
STINSON LLP STINSON.COM Scot Hill
Commercial Contracts
Scot has extensive experience negotiating and drafting complex commercial agreements used in many industries (e.g., agricultural and energy commodities, sports sponsorship and naming rights agreements, and various service provider agreements).
RECOGNITIONS
Selected to the 2024 edition of Best Lawyers in America©
Selected to Missouri Lawyers Media Top Sports and Entertainment POWER List, 2023
Selected as a Missouri and Kansas Super Lawyers© Rising Star for Mergers and Acquisitions, 2008-2010
PROFESSIONAL & CIVIC ACTIVITIES
Ducks Unlimited
Colonial Presbyterian Church
Mercury Club of Kansas City, Past President
Greater Kansas City Chamber of Commerce Centurions Leadership Program, 2007 Graduate
Federalist Society for Law & Public Policy Studies
Association for Corporate Growth
STINSON LLP STINSON.COM Donta Dismuke
ASSOCIATE
donta.dismuke@stinson.com
Direct: 469.587.8852
Office: Dallas
Before joining the firm as an associate, Donta clerked as a Stinson PRACTICES & INDUSTRIES summer associate where he worked on documents for Corporate Finance securitization deals, and gained experience drafting various Structured Finance & Securitization contract clauses and provisions such as organization resolutions, clauses and provisions for commercial lease agreements, banking ADMISSIONS service agreements, confidentiality agreements and escrow Texas agreements. EDUCATION
While in law school, Donta also spent time working in the Civil University of Arkansas School of Law, J.D.,
Litigation and Advocacy Clinic Law Practice as a Student cum laude, 2022 Attorney representing Central American families while Arkansas Journal of Food Law & Policy, investigating claims against the U.S. government. Managing Editor
President, Black Law Students Association University of Arkansas, B.A., History, African and African American Studies, 2017
STINSON LLP STINSON.COM Brittany Barrientos She/Her
PARTNER
brittany.barrientos@stinson.com
Direct: 816.691.2358
Office: Kansas City
Brittanys deep understanding of environmental, health and safety lawsBrittanys deep understanding of environmental, health and safety laws across the regulatory, transactional and litigation spectrums allows her toacross the regulatory, transactional and litigation spectrums allows her to find well-rounded and practical solutions to complex issues.find well-rounded and practical solutions to complex issues.
She has significant experience assisting clients with PRACTICES & INDUSTRIES environmental regulatory requirements arising under the Clean Environmental & Natural Resources Water Act, Clean Air Act, solid and hazardous waste laws, Environmental Counseling Superfund, TSCA and PHMSA, as well as state and local Energy environmental laws and regulations. In response to the Labor, Employment & Benefits overlapping issues facing many of our environmental clients, Mining years ago Brittany expanded her practice to include health and safety work. She now devotes a significant portion of her practiceUtilities to assisting clients in OSHA matters, including compliance withWhite Collar Criminal Defense & Special state and/or federal safety laws, contesting citations, and withInvestigations compliance activities. ADMISSIONS Brittanys broad experience gives her the ability to issue-spotMissouri, 2009 across media and type of issue, in a way that provides both Texas, 2010 continuity and efficiency for her clients. Because of the breadthEDUCATION of her practice, she devotes significant time to proactively University of Missouri, J.D., 2009 reviewing and commenting on proposed and final regulations (yes, she reads the Federal Register). Brittany is also incrediblyTexas Tech University, B.A. (Journalism),
engaged on emerging issues such as regulation (and practice) 2005
surrounding PFAS, 1,4-dioxane and air toxics.
STINSON LLP STINSON.COM Brittany Barrientos
She has worked extensively with municipalities and electric-generating utilities, mobile sources, and clients in the chemical, manufacturing, oil and gas, and real estate industries. Her journalism background and endless curiosity also serve her well as she navigates FOIA issues, inspections and information requests, and investigations across sectors.
EXPERIENCE
Brittany's firm understanding of EHS laws allows her to effectively defend agency enforcement actions, including working with clients and agencies to develop and implement creative, environmentally beneficial solutions.
Brittanys work is client-focused, and she joins client teams to assist with regulatory issues such as permitting, compliance counseling, and developing comments on state and federal rulemakings.
Her client-centered approach also makes Brittany a trusted adviser in emergency scenarios, and she has been called upon to be on-scene and navigate internal and multi-agency investigations following spills and/
or releases. Similarly, she has counseled clients on workplace safety issues in the fast-changing environment surrounding the COVID-19 pandemic.
OSHA compliance has become an important aspect of Brittany's practice, and she has assisted numerous clients with compliance evaluations, inspections, citations and training on various aspects of OSHA regulations. She has also defended OSHA citations and assisted employers with developing and implementing policies and training employees to enhance workplace safety.
Brittanys work with state and federal agencies has led her to being involved in stakeholder groups on environmental topics and drafting state implementing regulations.
Brittanys understanding of the practicalities and nuance of environmental health and safety laws also allows her to provide efficient and comprehensive counsel during the diligence phase of real estate and corporate transactions, and to assist in implementation post-closing. She has worked on acquisitions and sales across sectors, including of manufacturing facilities, greenfields and brownfields, pipelines, retail establishments, restaurants, distilleries, recreational developments, offices spaces, warehouses, and financial institutions.
Brittanys journalism background also provides her an interest in and long-standing experience with FOIA and local open records issues. She regularly files information requests and is adept at obtaining publicly available information.
Committed to service, Brittany is actively involved with the firm's pro bono efforts, working with clients in the Marlborough neighborhood of Kansas City, assisting victims of Hurricane Harvey, and volunteering with the Advocates for Human Rights on international policy issues. She also serves as Co-Captain for the
STINSON LLP STINSON.COM Brittany Barrientos
Election Protection call center, a non-partisan election protection coalition ensuring all voters have an equal opportunity to vote.
Brittany also has a long-standing commitment to diversity in the legal field, starting with co-founding her law schools Hispanic Law Student Association; she now serves on the Board of the Diverse Attorney Pipeline Program which seeks to increase representation of women of color in the legal profession, and was nominated to the Missouri Bar Special Committee on Lawyers of Color.
Brittany is a graduate of the Centurions leadership program (Class of 2019). Through the Centurions program, Brittany volunteered more than 100 hours0.00116 days <br />0.0278 hours <br />1.653439e-4 weeks <br />3.805e-5 months <br /> over a two-year period. She helped to plant trees as part of a community garden project, counted diapers, sorted vegetables, painted murals, worked with children from across the metro, and even became a skilled local face painter.
RECOGNITIONS
Selected to the 2023 edition of Chambers USA
Missouri Lawyers Weekly Environmental and Energy Law "POWER LIST," 2022 and 2023
Selected to the 2023, 2024 editions of Best Lawyers in America©
Ingram's 40 Under Forty, 2020
Kansas City Business Journal's "Best of the Bar" Honoree, 2019
Missouri Pro Bono Wall of Fame, 2017-2022
Missouri Lawyer's Weekly, Up and Coming Lawyer, 2016
PROFESSIONAL & CIVIC ACTIVITIES
Kansas City Chamber of Commerce Centurions, Class of 2019
Leadership Council on Legal Diversity, Fellow, 2017
The Beacon, Founding Board Member, 2020-present
Diverse Attorney Pipeline Program, Board Member, 2018-present
Kansas City Friends of Alvin Ailey, Board Member, 2020-present
STINSON LLP STINSON.COM Brittany Barrientos
Mid-American Chapter of Leukemia and Lymphoma Society,
Volunteer, 2013-2019
Woman of the Year Candidate, 2013
The Missouri Bar
Special Committee on Lawyers of Color, 2021
Committee on Minority Issues, Vice Chair, 2010-2014
Environmental Law Committee, 2009-present
American Bar Association, Young Lawyer's Division
STINSON LLP STINSON.COM Kristen Ellis Johnson
ASSOCIATE
kristen.johnson@stinson.com
Direct: 816.691.3340
Office: Kansas City
Kristen's experience navigating complex environmental andKristen's experience navigating complex environmental and transportation regulations allow her to quickly get answers companiestransportation regulations allow her to quickly get answers companies need to manage risks and develop comprehensive strategies to achieveneed to manage risks and develop comprehensive strategies to achieve their goals.their goals.
Kristen has substantial experience advising clients on PRACTICES & INDUSTRIES environmental regulatory requirements and permit compliance Energy under federal, state, and local laws. Her practice is a balance ofEnvironmental & Natural Resources regulatory, transactional, and litigation work dealing with solidEnvironmental Counseling and hazardous waste laws, Superfund/CERCLA, the Clean Water Infrastructure Task Force Act, and the Clean Air Act. She also has experience serving the rail and transit industries, which are highly regulated and often haveADMISSIONS issues requiring unique analyses. She has worked through Missouri regulations in rail and over-the-road transportation, ranging Kansas from shipping hazardous waste, to air emissions from mobile sources, to import inspection regulations administered by the EDUCATION U.S. Customs and Border Protection (CBP). Her familiarity withUniversity of Missouri-Kansas City, J.D., cum regulatory framework across the environmental and laude, 2010 transportation sectors allow her to efficiently navigate complex Certificate in Environmental Law and issues. Urban Planning William Jewell College, B.A., Oxbridge She also represents clients across sectors and provides Institutions and Policies, 2005 counseling on day-to-day activities to ensure compliance with environmental requirements. She frequently advises clients on spill and release reporting issues, air and water permitting
STINSON LLP STINSON.COM Kristen Ellis Johnson
compliance, Spill Prevention Countermeasure & Control (SPCC) plan compliance, and voluntary self-disclosure of discovered non-compliance under EPA's audit policy. When needed, she assists clients through the process of inspections, negotiations, and enforcement actions and is experienced at negotiating settlements to reduce potential penalties arising due to alleged non-compliance at the state and federal levels. She has helped effectively handle environmental agencies' information requests and settle administrative enforcement actions at the federal and state level. Kristen helps clients protect their confidential and proprietary information when responding to requests for information by agencies or navigating the Freedom of Information Act (FOIA) process.
Kristen represents municipalities who manage power plants and public drinking water systems to stay abreast of the ever-changing environmental frontier, including compliance with the Coal Combustion Residuals (CCR) Rule, PFAS monitoring, and changes to Navigable Waters standard and National Pollutant Discharge Elimination System (NPDES) permits requiring consideration of groundwater.
Kristen has also represented clients owning landfills and managing solid waste in various stages of Superfund litigation, permit compliance, and compliance disclosure reporting.
Before joining Stinson, Kristen spent several years focused on handling the environmental portions of complicated transactions. She understands the necessity of thorough environmental diligence and is skilled at navigating issues as they arise. Kristen regularly works with Stinson's Corporate Finance and Real Estate teams on environmental due diligence during complex transactions, where her broad-based experience lends itself well to issue-spotting and establishing protective contract terms. She is also involved with environmental diligence for new market tax credits and energy-related developments, such as solar farms and carbon dioxide capture and sequestration projects.
As a full-service environmental practitioner, Kristen has also been a key team member in litigated cases, including cases dealing with water rights, agency permitting decisions, RCRA exemptions, Superfund PRP suits, and endangered species and critical habitat. Kristen is keeping abreast of the Infrastructure Investment and Jobs Act as part of the firm's Infrastructure Task Force.
Kristen gives back to the community by providing pro bono services in the family court and participating in the Election Protection voter hotline. She was recognized in 2021 as a Pro Bono Champion by Stinson for devoting more than 100 hours0.00116 days <br />0.0278 hours <br />1.653439e-4 weeks <br />3.805e-5 months <br /> to pro bono service. She also sings soprano in a well-known Kansas City choir, Te Deum, in her spare time.
RECOGNITIONS
Named to the 2022-2024 Best Lawyers in America© "Ones to Watch" list
STINSON LLP STINSON.COM Kristen Ellis Johnson
PROFESSIONAL & CIVIC ACTIVITIES
Citizens of the World Kansas City, Former School Board Director and Secretary