Free Affidavit - District Court of Arizona - Arizona

AFFIDAVIT OF ATTORNEY MICHAEL SIMES IN SUPPORT OF THE COMPREHENSIVE SUPPLEMENT TO THE MOTION FOR AWARD OF ATTORNEYS' FEES AND COSTS

Exhibit "A"

SOLINVEST GROUP, LTD., v. TECHNOLOGY SYSTEMS INTERNATIONAL, INC., United States District Court For the District of Arizona Case No. 2:02--CV--02641--ROS Case 2:02-cv-02641-ROS Document 60-2 Filed 09/07/2005 Page 1 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Website: www.MichaelSimes.com E-Mail: [email protected]

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Tuesday, February 01, 2005 Solinvest Group, Ltd. Dennis Brovarone, Attorney at Law Law Office of Dennis Brovarone 18 Mountain Laurel Drive Littleton, Colorado 80127 Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 15.1 $250.00 -----------------------$3,775.00 $109.97 $17,325.00 $0.00 -----------------------$21,209.97

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 4 Document 60-2

Filed 09/07/2005

Page 2 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $17,325.00 $0.00 -----------------------------$17,325.00

RETAINER REPORT OPENING RETAINER BALANCE: -------------------------------------------------RETAINER DISTRIBUTIONS: RETAINER DEPOSITS: --------------------------------------------------CLOSING RETAINER BALANCE: $0.00 -----------------------------($0.00) $0.00 -----------------------------$0.00

TIME REPORT

DATE 01-13-03

01-14-04

01-20-05 1-21-05

DESCRIPTION Review electronic mail message from Attorney Oman, attorney for Alanco Technologies, Inc., re case status discussions. Draft response electronic mail message to Attorney Oman regarding confirmation. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding Alanco Technologies, Inc., case status discussions. Review electronic mail message from Mr. Peeper regarding case status discussions with Alanco Technologies, Inc. Draft electronic mail message to Attorney Oman, attorney with Alanco Technologies, Inc., regarding concept approval by Mr. Peeper. Review and respond to two electronic mail message from Mr. Peeper regarding comments from Mr. Seiz. Review electronic mail message from Attorney Oman, attorney for Alanco Technologies, Inc., regarding proxy deal. Review documents from Attorney Oman including Agreement, Marjority Written Consent of Shareholders, and Proxy. Review Majority Written Consent of Shareholders and Proxy Page 2 of 4 Document 60-2

TIME

0.4

0.4 1.4

4.8

Case 2:02-cv-02641-ROS

Filed 09/07/2005

Page 3 of 37

1-22-05

01-24-05

01-28-05

01-31-05

prepared by Attorney Oman in March 2004 and compare to current documents. Commence financial analysis of proxy deal. Commence drafting electronic mail message to Mr. Peeper and Attorney Brovarone regarding proxy deal proposed by Alanco Technologies. Draft electronic mail message to Attorney Oman regarding confirmation of financial benefit to Mr. Peeper under proxy deal proposed by Alanco Technologies. Finalize electronic mail message to Mr. Peeper and Attorney Brovarone regarding proxy deal proposed by Alanco Technologies. Review electronic mail message from Attorney Oman regarding financial benefit to Mr. Peeper under proxy deal proposed by Alanco Technologies. Draft electronic mail message to Mr. Peeper and Attorney Oman regarding misunderstanding of proxy deal proposed by Alanco Technologies. Draft electronic mail message to Attorney Oman regarding telephone conference. Telephone conference with Attorney Oman regarding proxy deal. Telephone conference with Mr. Peeper regarding Alanco Technologies proxy deal. Draft electronic mail message to Attorney Brovarone regarding telephone conference with Mr. Peeper. Draft electronic mail message to Attorney Oman, attorney for Alanco Technologies, regarding proxy deal. Telephone conference with Attorney Oman, attorney for Alanco Technologies, regarding proxy deal. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding proxy deal with Alanco Technologies. Review and respond to electronic mail message from Attorney Oman, attorney for Alanco Technologies, regarding proxy deal. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding proxy deal with Alanco Technologies. Review electronic mail message from Mr. Peeper regarding proxy deal with Alanco Technologies. Telephone conference with Attorney Oman, attorney for Alanco Technologies, regarding proxy deal. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding proxy deal with Alanco Technologies.

4.3

2.6

0.3

0.9

TOTAL TIME:

15.1

Case 2:02-cv-02641-ROS

Page 3 of 4 Document 60-2

Filed 09/07/2005

Page 4 of 37

EXPENSE REPORT DESCRIPTION Photocopying Document Scanning Hand Delivery Express, Certified & Non-Standard Mail Long Distance Outgoing Facsimile Long Distance Telephone International Telephone Room Board Travel & Mileage Parking Computerized Legal Research Research Report & Material Judicial & Government Filing Bank Transaction Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) TOTAL EXPENSES: Miscellaneous Expenses: 1. PACER Fee (Bankruptcy Court Computer Access System). 2. . Additional Information: 1. Payment of this Invoice is due by February 20, 2005. 2. This Invoice, in conjunction with the Invoice for Professional Services, dated January 12, 2005, encompasses all professional services provided in January 2005. 3. No Interest on Outstanding Balance is charged because payment of Invoice for Professional Services, dated January, 12, 2005, is not past due. EXPENSE $58.79 $0.00 $26.00 $23.01 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2.17 $0.00 $ 109.97

Case 2:02-cv-02641-ROS

Page 4 of 4 Document 60-2

Filed 09/07/2005

Page 5 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Website: www.MichaelSimes.com E-Mail: [email protected]

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Tuesday, March 01, 2005 Solinvest Group, Ltd. Dennis Brovarone, Attorney at Law Law Office of Dennis Brovarone 18 Mountain Laurel Drive Littleton, Colorado 80127 Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 55.7 $250.00 -----------------------$13,925.00 $404.30 $21,209.97 $212.09 -----------------------$35,751.36

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 5 Document 60-2

Filed 09/07/2005

Page 6 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $21,209.97 $0.00 -----------------------------$21,209.97

RETAINER REPORT OPENING RETAINER BALANCE: -------------------------------------------------RETAINER DISTRIBUTIONS: RETAINER DEPOSITS: --------------------------------------------------CLOSING RETAINER BALANCE: $0.00 -----------------------------($0.00) $0.00 -----------------------------$0.00

TIME REPORT

DATE 02-02-05 02-03-05

02-04-05

02-05-05

DESCRIPTION Telephone conference with Attorney Oman, attorney for Alanco Technologies, Inc., regarding proxy offer. Telephone conference with Mr. Peeper regarding proxy offer from Alanco Technologies, Inc. Review electronic mail message from Attorney Oman, attorney for Alanco Technologies, regarding stock ownership in Technology Systems International, Inc., a Nevada company. Draft electronic mail message to Attorney Brovarone regarding the number of shares of Technology Systems International, Inc., a Nevada company, controlled by Mr. Peeper and status of Alanco--Peeper Deal Review electronic mail message from Mr. Peeper regarding electronic mail message from Mr. Seiz and proxy offer from Alanco Technologies, Inc. Review electronic mail message Attorney Oman, attorney for Page 2 of 5 Document 60-2

TIME 0.2

1.6

2.5 4.5

Case 2:02-cv-02641-ROS

Filed 09/07/2005

Page 7 of 37

02-05-05

02-06-05

02-07-05

02-08-05 02-08-05

02-09-05 02-09-05

Alanco Technologies, Inc., regarding proxy offer. Draft electronic mail message to Attorney Brovarone and Mr. Peeper regarding Alanco Proxy Deal. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding legal and financial analysis of Alanco Proxy Deal and comments of Mr. Seiz. (Continuation of same day on new project.) Review Response and Objection to Motion for Award of Attorneys' Fees and Costs and Request for Evidentiary Hearing, filed by Defendant Technology Systems International, Inc., a Nevada corporation. Commence initial research regarding 11 U.S.C. § 503(b)(3) and (b)(4) and case citations thereto in Response and Objection to Motion for Award of Attorneys' Fees and Costs and Request for Evidentiary Hearing. Continue research regarding 11 U.S.C. § 503(b)(3) and (b)(4) and case citations thereto in Response and Objection to Motion for Award of Attorneys' Fees and Costs and Request for Evidentiary Hearing. Research regarding Rule 11 of the Federal Rules of Civil Procedure and 11 U.S.C. § 1927. Research regarding evidentiary hearing for attorneys' fees award. Review pleadings regarding timeliness of Motion for Award of Attorneys' Fees and Costs. Research regarding burden of proof and burden of persuasion in Motion for Award of Attorneys' Fees and Costs. Finalize research for Reply in Support of Motion for the Award of Attorneys' Fees and Costs. Commence drafting Reply in Support of Motion for the Award of Attorneys' Fees and Costs. Continue drafting Reply in Support of Motion for the Award of Attorneys' Fees and Costs. (Continuation of same day on different project.) Draft electronic mail message to Attorney Oman, attorney for Alanco Technologies, regarding status of Alanco--Peeper Deal. Telephone conference with Attorney Brovarone regarding his comments to Alanco--Peeper Deal. Review electronic mail message from Attorney Brovarone regarding his comments to Alanco--Peeper Deal. Finalize Reply in Support of Motion for the Award of Attorneys' Fees and Costs. (Continuation of same day on a different project.) Two telephone conference with Attorney Oman, attorney for Alanco Technologies, Inc., regarding various issues of Alanco--Peeper Deal including negotiating total number of shares of Alanco Technology stock to be exchanged. Telephone conference with Mr. Peeper regarding Alanco-- Peeper Deal, Mr. Bloom and Mr. Geiger. Review electronic

4.0

8.0

8.0 8.0

0.5 7.0

4.8

Case 2:02-cv-02641-ROS

Page 3 of 5 Document 60-2

Filed 09/07/2005

Page 8 of 37

02-10-05

02-11-05 02-14-05

02-15-05

02-15-05

02-16-05

02-18-05

02-20-05

02-25-05

mail message from Attorney Oman, attorney for Alanco Technologies, Inc., regarding revised Alanco--Peeper Deal. Draft three electronic mail message to Attorney Brovarone and Mr. Peeper regarding Alanco--Peeper Deal Agreement, Shareholder Consents in Alanco--Peeper Deal, and Irrevocable Proxies in Alanco--Peeper Deal. Draft electronic mail message to Attorney Oman, attorney for Alanco Technologies, Inc., regarding status of Alanco-- Peeper Deal. Draft electronic mail message to Mr. Peeper regarding three emails sent previous day with documents attached thereto related to Alanco--Peeper Deal. Review and responds to electronic mail message from Mr. Peeper regarding Alanco--Peeper Deal. Review express package from Mr. Peeper regarding original documents for Alanco--Peeper Deal. Draft electronic mail message to Mr. Peeper regarding outstanding issues for Alanco--Peeper Deal. Review and respond to electronic mail message from Mr. Peeper regarding Alanco--Peeper Deal and number of shares of Alanco Technology stock to be exchanged. Telephone conference with Attorney Oman, attorney for Alanco Technologies, Inc., regarding Alanco--Peeper Deal and response thereto by Technology Systems International, Inc., a Nevada company. Draft letter to Attorney Oman regarding execution of Alanco--Peeper Deal by Mr. Peeper and related shareholders. (Continuation of same day on new project.) Draft electronic mail message to Attorney Brovarone and Mr. Peeper regarding Response and Reply in Support of Motion for the Award of Attorneys' Fees and Costs. Telephone conference with Mr. Geiger regarding Alanco-- Peeper Deal and takeover of Technology Systems International, Inc., by Alanco Technologies, Inc. Telephone conference with Attorney Oman, attorney for Alanco Technologies, Inc., regarding execution of Alanco-- Peeper Deal by Alanco Technologies and response to Shareholder Action by Consent to be brought by Alanco Technologies, Inc., to takeover Technology Systems International, Inc., a Nevada company. Review electronic mail message from Attorney Oman, attorney for Alanco Technologies, Inc., regarding execution of Alanco--Peeper Deal by Alanco Technologies. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding executed Alanco--Peeper Deal. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding Mr. Bittner and Mr. Rodner.

0.3 0.4

0.9

1.9

0.3

0.3

0.5

0.4 0.1

Case 2:02-cv-02641-ROS

Page 4 of 5 Document 60-2

Filed 09/07/2005

Page 9 of 37

02-28-05

Draft Supplement to Motion for Award of Attorneys' Fees and Costs. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding Supplement to Motion for Award of Attorneys' Fees and Costs.

1.5

TOTAL TIME:

55.7

EXPENSE REPORT DESCRIPTION Photocopying Document Scanning Hand Delivery Express, Certified & Non-Standard Mail Long Distance Outgoing Facsimile Long Distance Telephone International Telephone Room Board Travel & Mileage Parking Computerized Legal Research Research Report & Material Judicial & Government Filing Bank Transaction Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) TOTAL EXPENSES: Miscellaneous Expenses: 1. . 2. . Additional Information: 1. . 2. . EXPENSE $5.50 $0.00 $15.00 $378.80 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $5.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 404.30

Case 2:02-cv-02641-ROS

Page 5 of 5 Document 60-2 Filed 09/07/2005

Page 10 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Website: www.MichaelSimes.com E-Mail: [email protected]

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Monday, April 04, 2005 Solinvest Group, Ltd. Alfred Peeper Solinvest Group, Ltd. c/o Eur--Am B.V. Rooseveltlaan 153 1079 Al Amsterdam Netherlands Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 47.2 $250.00 -----------------------$11,800.00 $27.94 $35,751.36 $357.51 -----------------------$47,936.81

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 6 Document 60-2 Filed 09/07/2005

Page 11 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $35,751.36 $0.00 -----------------------------$35,751.36

RETAINER REPORT OPENING RETAINER BALANCE: -------------------------------------------------RETAINER DISTRIBUTIONS: RETAINER DEPOSITS: --------------------------------------------------CLOSING RETAINER BALANCE: $0.00 -----------------------------($0.00) $0.00 -----------------------------$0.00

TIME REPORT

DATE 03-01-05

03-07-05

03-08-05

DESCRIPTION Telephone conference with Attorney Oman, attorney for Alanco Technologies, Inc., regarding litigation before the Federal District Court for the District of Nevada and Shareholder Meeting for Technology Systems International, Inc., a Nevada company. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding status update. Review Response to Supplement to Motion for Award of Attorneys' Fees and Costs and Motion to Strike Motion filed by Attorney Proper, attorney for Technology Systems International, Inc., a Nevada company. Commence drafting Reply in Support of Supplement to Motion for Award of Attorneys' Fees and Costs and Response in Opposition to Motion to Strike. Review Notice of Appearance and Request for Notice filed by Attorney Engleman, attorney for newly elected Board of Directors of Technology Systems International, Inc., a Nevada company. Review Reorganized Debtors' Omnibus Conditional Objection to Proofs of Claim filed by Attorney Engelman, attorney for newly elected Board of Directors of Technology Systems Page 2 of 6 Document 60-2 Filed 09/07/2005

TIME

1.8

0.4

5.5

Case 2:02-cv-02641-ROS

Page 12 of 37

03-09-05

03-13-05

03-14-05

International, Inc., a Nevada company. Review Motion for Emergency Relief and Order Regarding Engelman Berger PC, Ted Nicholson, Ted Haller and Dan Cassey, filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Motion to Strike Notice of Appearance of Engelman Berger PC, filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Brief review Notice of Removal of Action under 28 U.S.C. § 1441(b) filed by Alanco Technologies, Inc., with the United States District Court for the District of Nevada. Initial telephone conference with Attorney Engelman, attorney for newly elected Board of Directors of Technology Systems International, Inc., a Nevada company. Draft electronic mail message to Attorney Engelman regarding documents requested during telephone conference. Review facsimile from Attorney Engelman, attorney for newly elected Board of Directors of Technology Systems International, Inc., a Nevada company, regarding Notice of Hearing on Debtors' (1) Emergency Motion for Turnover of Property and, (2) Emergency Motion for Moratorium on Implementation of Confirmed Plan of Reorganization Review electronic mail message from Attorney Engelman, attorney for new Board of Directors of Technology Systems International, Inc., a Nevada company, regarding Rule 2004 Examinations of Attorney Proper and the individual former Board of Directors of Technology Systems International, Inc. Review electronic mail message from Judicial Assistant Medina, United States Bankruptcy Court, regarding Interim Order. Telephone conference with officer with Nevada Secretary of State regarding expedited processing of filings by Technology Systems International, Inc. Draft electronic mail message to Attorney Engelman, attorney for new Board of Directors of Technology Systems International, Inc., a Nevada company, regarding hearing before the United States Bankruptcy Court. Review March 10, 2005, Minute Entry from the United States Bankruptcy Court. Review Motion to Strike Notice of Filing Omnibus Objection to Claims and Bar Date filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Mitchell's Response to Debtor's Conditional Omnibus Objection to Claims and Mithcell's Verified Response to Debtor's Objection to Proof of Claim of Michael Mitchell. Review Emergency Motion for Turnover of Property filed by Attorney Engelman, attorney for newly elected Board of

1.3

1.5

8.0

Case 2:02-cv-02641-ROS

Page 3 of 6 Document 60-2 Filed 09/07/2005

Page 13 of 37

03-15-05

03-16-05

Directors of Technology Systems International, Inc., a Nevada company. Review Emergency Motion for Moratorium on Implementation of Confirmed Plan of Reorganization filed by Attorney Engelman, attorney for newly elected Board of Directors of Technology Systems International, Inc., a Nevada company. Review Response to Emergency Motion for Moratorium on Implementation of Confirmed Plan of Reorganization filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Response to Emergency Motion for Turnover of Property filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Combined Response to Alanco and EMS Technologies Objection to Reimbursement of Litigation Expenses of R. Jones, K. Jones, T. Marek and P. Logan filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Supplement to Objection to Claim of Richard Jones filed by Alanco Technologies, Inc. Review Joinder in Objection to Claims filed by EMS Technologies, Inc. Review Debtor's Objection to Claims filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Continue to review pleadings in matter pending before the United States Bankruptcy Court in preparation for oral arguments. Telephone conference with Attorney Oman, attorney for Alanco Technologies, Inc., regarding bankruptcy of Technology Systems International, Inc., a Nevada company. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding status update. Commence drafting Motion for Temporary Stay of Consideration of Motion for Award of Attorneys' Fees and Costs. Detailed review Notice of Removal of Action under 28 U.S.C. § 1441(b) filed by Alanco Technologies, Inc., with the United States District Court for the District of Nevada. Review Transcript of Hearing before the United States District Court for the District of Nevada regarding Temporary Restraining Order Hearing. Telephone conference with Attorney Engelman, attorney for newly elected Board of Directors of Technology Systems International, Inc., a Nevada company, regarding hearing before the United States Bankruptcy Court. Review Debtor's Post-Confirmation Accounting filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Amended Declaration Pursuant to Rule 2014 of Jeffery M. Proper.

7.2

6.9

Case 2:02-cv-02641-ROS

Page 4 of 6 Document 60-2 Filed 09/07/2005

Page 14 of 37

03-17-05

03-18-05

03-19-05

Review Motion for Clarification of March 11, 2005, Interim Order filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Review Objection to the Appointment of Charles Sturbach by Debtor filed by Attorney Proper, attorney for former Board of Directors of Technology Systems International, Inc., a Nevada company. Commence preparation for oral arguments before the United States Bankruptcy Court. Review notes and attend oral arguments before the United States Bankruptcy Court. Commence drafting Consolidated (1) Reply In Support Of Supplement To Motion For Award Of Attorneys' Fees And Costs And (2) Response In Opposition To Motion To Strike. Commence drafting Notice of Proposed form of Order regarding Claim of Solinvest Group, Ltd. Review Defendants' Answer filed with the United States District Court for the District of Nevada. Review Amended Complaint filed with the United States District Court for the District of Nevada. Review Amended Motion for Preliminary Injunction filed with the United States District Court for the District of Nevada. Review Defendants' Statement Regarding Removal filed with the United States District Court for the District of Nevada. Finalize Consolidated (1) Reply In Support Of Supplement To Motion For Award Of Attorneys' Fees And Costs And (2) Response In Opposition To Motion To Strike. Finalize Notice of Proposed form of Order regarding Claim of Solinvest Group, Ltd. Review electronic mail message from Judicial Assistant Medina, United States Bankruptcy Court, regarding Final Order regarding Special Advisor. Draft electronic mail message to Mr. Peeper and Attorney Brovarone regarding status update.

7.1

6.2 1.3

TOTAL TIME:

47.2

Case 2:02-cv-02641-ROS

Page 5 of 6 Document 60-2 Filed 09/07/2005

Page 15 of 37

EXPENSE REPORT DESCRIPTION Photocopying Document Scanning Hand Delivery Express, Certified & Non-Standard Mail Long Distance Outgoing Facsimile Long Distance Telephone International Telephone Room Board Travel & Mileage Parking Computerized Legal Research Research Report & Material Judicial & Government Filing Bank Transaction Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) TOTAL EXPENSES: Miscellaneous Expenses: 1. . 2. . Additional Information: 1. . 2. . EXPENSE $0.00 $0.00 $13.00 $0.00 $0.00 $0.00 $13.44 $0.00 $0.00 $0.00 $1.50 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 27.94

Case 2:02-cv-02641-ROS

Page 6 of 6 Document 60-2 Filed 09/07/2005

Page 16 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Email: [email protected] Website: www.MichaelSimes.com

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Monday, May 02, 2005 Solinvest Group, Ltd. Alfred Peeper Solinvest Group, Ltd. c/o Eur--Am B.V. Rooseveltlaan 153 1079 Al Amsterdam Netherlands Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 27.5 $250.00 -----------------------$6,875.00 $43.28 $47,936.81 $0.00 -----------------------$54,855.09

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 4 Document 60-2 Filed 09/07/2005

Page 17 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $47,936.81 $0.00 -----------------------------$47,936.81

RETAINER REPORT OPENING RETAINER BALANCE: -------------------------------------------------RETAINER DISTRIBUTIONS: RETAINER DEPOSITS: --------------------------------------------------CLOSING RETAINER BALANCE: $0.00 -----------------------------($0.00) $47,936.81 -----------------------------$47,936.81

TIME REPORT

DATE 04-05-05

04-07-05

04-08-05

DESCRIPTION Review Objection to Claim of Solinvest, Ltd., filed by Attorney Proper on behalf of Debtor Technology Systems International, Inc. Review Objection to Proposed Form of Order re: Claim of Solinvest Group, Ltd., filed by Attorney Proper on behalf of Debtor Technology Systems International, Inc. Commence drafting Consolidated Response in Opposition to the Claim of Solinvest Group, Ltd., and Reply in Support Notice of Filing Proposed form of Order Regarding Claim of Solinvest Group, Ltd. Draft electronic mail message to Mr. Peeper regarding Mr. Seiz and Attorney Proper. Review and respond to two electronic mail message from Mr. Peeper regarding Mr. Seiz. Continue drafting Consolidated Response in Opposition to the Claim of Solinvest Group, Ltd., and Reply in Support Notice of Filing Proposed form of Order Regarding Claim of Solinvest Group, Ltd. Finalize Consolidated Response in Opposition to the Claim of Solinvest Group, Ltd., and Reply in Support Notice of Filing Page 2 of 4 Document 60-2 Filed 09/07/2005

TIME

2.9

1.7 1.8

Case 2:02-cv-02641-ROS

Page 18 of 37

04-11-05

04-14-05

04-18-05

04-19-05

04-22-05

04-26-05 04-27-05

04-28-05

Proposed form of Order Regarding Claim of Solinvest Group, Ltd. Draft electronic mail message to Mr. Peeper regarding Mr. Seiz. Prepare Proof of Claim for Solinvest Group, Ltd. Review Reply to Response to Opposition to Motion to Strike filed by Attorney Proper on behalf of Defendant Technology Systems International, Inc. Draft electronic mail message to Mr. Peeper regarding status report. Prepare for and attend hearing before the United State Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding status report. Commence drafting letter to Attorney Proper, attorney for Debtor Technology Systems International, Inc., regarding stipulation to pay principal and post--judgment interest of claim of Solinvest Group, Ltd. Review Order regarding Attorneys' Fees Claim of Solinvest Group, Ltd., entered by the Untied State Bankruptcy Court for the District of Arizona. Review Objection to Claim of Richard Jones, Kevin Jones, Perry Logan and Ted Marek filed by Alanco Technologies with the Untied State Bankruptcy Court for the District of Arizona. Review Objection to Mediation filed by EMS Technolgies with the Untied State Bankruptcy Court for the District of Arizona. Review two orders from the Untied State Bankruptcy Court for the District of Arizona approving late filed claims. Finalize letter to letter to Attorney Proper, attorney for Debtor Technology Systems International, Inc., regarding stipulation to pay principal and post--judgment interest of claim of Solinvest Group, Ltd. Commence drafting Notice of Order from Bankruptcy Court Regarding Award of Attorneys' Fees and Costs filed with the United States District Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding status report. Draft electronic mail message to Mr. Peeper regarding status of payment from Debtor Technology Systems International, Inc. Review Request for Status Hearing filed by Attorney Engelman for Debtor Technology Systems International, Inc. Prepare for and attend status hearing before the Untied State Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding financial analysis of case involving Debtor Technology Systems International, Inc. Initial review of Report of Special Advisor to the United States Bankruptcy Court for the District of Arizona. Review Minute Entry from the United State Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper and

1.8

3.2

4.2

5.0

0.9 2.2

2.0

1.8

Case 2:02-cv-02641-ROS

Page 3 of 4 Document 60-2 Filed 09/07/2005

Page 19 of 37

Attorney Brovarone regarding Report of Special Advisor.

TOTAL TIME:

27.5

EXPENSE REPORT DESCRIPTION Photocopying Document Scanning Hand Delivery Express, Certified & Non-Standard Mail Long Distance Outgoing Facsimile Long Distance Telephone International Telephone Room Board Travel & Mileage Parking Computerized Legal Research Research Report & Material Judicial & Government Filing Bank Transaction Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) TOTAL EXPENSES: Miscellaneous Expenses: 1. PACER Court Online Service. 2. . Additional Information: 1. Interest on Outstanding Balance for April 2005 is waived. 2. . EXPENSE $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $6.00 $0.00 $0.00 $0.00 $0.00 $37.28 $0.00 $ 43.28

Case 2:02-cv-02641-ROS

Page 4 of 4 Document 60-2 Filed 09/07/2005

Page 20 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Email: [email protected] Website: www.MichaelSimes.com

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Wednesday, June 01, 2005 Solinvest Group, Ltd. Alfred Peeper Solinvest Group, Ltd. c/o Eur--Am B.V. Rooseveltlaan 153 1079 Al Amsterdam Netherlands Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 36.2 $250.00 -----------------------$9,050.00 $28.57 $6,918.28 $0.00 -----------------------$15,996.85

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 5 Document 60-2 Filed 09/07/2005

Page 21 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $54,855.09 $47,936.81 -----------------------------$6,918.28

RETAINER REPORT OPENING RETAINER BALANCE: -------------------------------------------------RETAINER DISTRIBUTIONS: RETAINER DEPOSITS: --------------------------------------------------CLOSING RETAINER BALANCE: $47,936.81 -----------------------------($47,936.81) $0.00 -----------------------------$0.00

TIME REPORT

DATE 05-03-05 05-04-05

DESCRIPTION Prepare for and attend status hearing before the United States Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding Second Voluntary Petition for Bankruptcy Protection filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona and Motion to Convert Bankruptcy from Chapter 11 to Chapter 7 filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona. Commence analysis of Second Voluntary Petition for Bankruptcy Protection filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona and Motion to Convert Bankruptcy from Chapter 11 to Chapter 7 filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona. Review Chapter 11 Post-Confirmation Report filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court Page 2 of 5 Document 60-2 Filed 09/07/2005

TIME

1.8

2.3

05-08-05

6.6

Case 2:02-cv-02641-ROS

Page 22 of 37

05-09-05

05-17-05

for the District of Arizona. Review Statement of Attorney Sirower regarding representation of Technology Systems International, Inc., a Nevada corporation, filed with the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Review Transcript of 26 April 2005 Hearing before the United States Bankruptcy Court for the District of Arizona. Review Special Advisor's Report Regarding Insider Transactions filed with the United States Bankruptcy Court for the District of Arizona. Review Unanimous Written Consent to Action of Board of Directors of Technology Systems International, Inc., filed with the United States Bankruptcy Court for the District of Arizona in Second Chapter 11 Bankruptcy. Review Motion to Withdraw Reference in Whole and Order of the United States District Court for the District of Arizona. Continue analysis of Second Voluntary Petition for Bankruptcy Protection filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona and Motion to Convert Bankruptcy from Chapter 11 to Chapter 7 filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona. Review Motion to Reassign Case filed by Technology Systems International, Inc., a Nevada corporation, with the United States Bankruptcy Court for the District of Arizona. Review Notice of filing Voluntary Petition for Bankruptcy Protection filed by Technology Systems International, Inc., a Nevada corporation, with the United States District Court for the District of Arizona. Commence drafting and Notice of Filing Second Voluntary Petition for Bankruptcy Protection to be filed with the United States District Court for the District of Arizona and Motion to Withdraw Reference in Part to be filed with the Untied States Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding advanced analysis of case status and recommended case strategy. Review Verified Statement of Attorney Sirower filed with the United States Bankruptcy Court for the District of Arizona in Second Chapter 11 Bankruptcy. Compare verified statements of Attorney Sirower filed with the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy and Second Chapter 11 Bankruptcy. Response to Motion to Reassign Second Chapter 11 Bankruptcy filed by Attorney Sirower, and Reponse thereto filed by Attorney Engelman, with the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Edit and

6.8

3.2

Case 2:02-cv-02641-ROS

Page 3 of 5 Document 60-2 Filed 09/07/2005

Page 23 of 37

05-18-05

05-23-05

05-24-05

05-26-05

05-27-05

05-31-05

finalize Notice of Second Voluntary Petition for Bankruptcy Protection filed by Defendant Technology Systems International, Inc. Draft electronic mail message to Mr. Peeper regarding case status. Prepare for and attend hearing before the United States Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding hearing before the United States Bankruptcy Court for the District of Arizona. Commence drafting letter to Attorney Sirower, attorney for Technology Systems International, Inc., a Nevada corporation, regarding lifting of automatic stay in Second Chapter 11 Bankruptcy and stipulation to pay claim of Solinvest Group. Finalize letter to Attorney Sirower, attorney for Technology Systems International, Inc., a Nevada corporation, regarding lifting of automatic stay in Second Chapter 11 Bankruptcy and stipulation to pay claim of Solinvest Group. Draft electronic mail message to Mr. Peeper regarding letter to Attorney Sirower. Commence drafting letter to shareholders of Technology Systems International, Inc., a Nevada corporation, regarding investment status. Continue drafting letter to shareholders of Technology Systems International, Inc., a Nevada corporation, regarding investment status. Finalize letter to shareholders of Technology Systems International, Inc., a Nevada corporation, regarding investment status. Draft two electronic mail message to Mr. Peeper regarding status report and letter to shareholders of Technology Systems International, Inc. Review Objection to Motion to Convert filed by EMS Technologies, Inc. Review Joint Response to Emergency Motion to Convert Case to Chapter 7 filed by Alanco Technologies, Inc., and Attorney Engelman for Technology Systems International, Inc. Review Motion to Compel Payment of Fees and Costs of Special Advisor to the Court.

2.1

0.6

1.3

3.2

3.9

4.4

TOTAL TIME:

36.2

Case 2:02-cv-02641-ROS

Page 4 of 5 Document 60-2 Filed 09/07/2005

Page 24 of 37

EXPENSE REPORT DESCRIPTION Photocopying Document Scanning Hand Delivery Express, Certified & Non-Standard Mail Long Distance Outgoing Facsimile Long Distance Telephone International Telephone Room Board Travel & Mileage Parking Computerized Legal Research Research Report & Material Judicial & Government Filing Bank Transaction Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) TOTAL EXPENSES: Miscellaneous Expenses: 1. . 2. . Additional Information: 1. Interest on Outstanding Balance for May 2005 is waived. 2. . EXPENSE $0.00 $0.00 $15.00 $4.57 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $9.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 28.57

Case 2:02-cv-02641-ROS

Page 5 of 5 Document 60-2 Filed 09/07/2005

Page 25 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Email: [email protected] Website: www.MichaelSimes.com

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Monday, July 04, 2005 Solinvest Group, Ltd. Alfred Peeper Solinvest Group, Ltd. c/o Eur--Am B.V. Rooseveltlaan 153 1079 Al Amsterdam Netherlands Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 12.0 $250.00 -----------------------$3,000.00 $0.00 $15,996.85 $0.00 -----------------------$18,996.85

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 4 Document 60-2 Filed 09/07/2005

Page 26 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $15,996.85 $0.00 -----------------------------$15,996.85

RETAINER REPORT OPENING RETAINER BALANCE: -------------------------------------------------RETAINER DISTRIBUTIONS: RETAINER DEPOSITS: --------------------------------------------------CLOSING RETAINER BALANCE: $0.00 -----------------------------($0.00) $0.00 -----------------------------$0.00

TIME REPORT

DATE 06-01-05

06-03-05

06-06-05 06-07-05

06-08-05

06-09-05

DESCRIPTION Telephone conference with Attorney Sirower regarding payment of Principal Amount and Post--Judgment Interest of claim of Solinvest Group. Review Notice of Status Hearing filed by Attorney Engelman, with the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Draft electronic mail message to Mr. Peeper regarding payment of Principal Amount and Post--Judgment Interest of claim of Solinvest Group and Status Hearing. Prepare for and attend Status Hearing before the United States Bankruptcy Court for the District of Arizona. Telephone conference with Mr. Peeper regarding payment of Principal Amount and Post--Judgment Interest of claim of Solinvest Group. Telephone conference with Attorney Sirower regarding payment of Principal Amount and Post--Judgment Interest of claim of Solinvest Group. Telephone conference with Mr. Geiger regarding status of ongoing litigation regarding Technology Systems International. Telephone conference with Attorney Sirower, attorney for Old Board of Directors for Technology Systems International, Page 2 of 4 Document 60-2 Filed 09/07/2005

TIME

0.6

0.7 1.5

0.1

1.0 1.2

Case 2:02-cv-02641-ROS

Page 27 of 37

06-14-05

06-16-05

06-17-05

06-20-05

06-23-05

regarding revisions to Stipulated Order to in Part Pay the Claim of Solinvest Group. Revise Stipulated Order to in Part Pay the Claim of Solinvest Group pursuant to requirements of Attorney Sirower, attorney for Old Board of Directors for Technology Systems International. Draft electronic mail message to Attorney Sirower, attorney for Old Board of Directors for Technology Systems International, regarding Stipulated Order to in Part Pay the Claim of Solinvest Group. Draft electronic mail message to Attorney Sirower, attorney for Old Board of Directors for Technology Systems International, regarding Stipulated Order to in Part Pay the Claim of Solinvest Group. Review electronic mail message from Attorney Sirower, attorney for Old Board of Directors for Technology Systems International, regarding Stipulated Order to in Part Pay the Claim of Solinvest Group. Draft electronic mail message to Attorney Taylor, attorney for EMS Technologies, Attorney Engelman, attorney for New Board of Directors for Technology Systems International, and Attorney Daggett, attorney for Alanco Technologies, regarding Stipulated Order to in Part Pay the Claim of Solinvest Group. Review Order from the United States District Court for the District of Arizona regarding automatic stay of the United States Bankruptcy Court for the District of Arizona in the Second Chapter 11 Bankruptcy. Telephone conference with Attorney Oman, attorney for Alanco Technologies, regarding status of Technology Systems International. Draft electronic mail message to Mr. Peeper regarding case status. Telephone conference with Courtroom Deputy for the United States Bankruptcy Court for the District of Arizona regarding upcoming evidentiary hearing in First Chapter 11 Bankruptcy. Prepare for an attend evidentiary hearing before United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Review proposed Stipulation to Convert Case to Chapter 7 and Resolve Other Issues, and review related proposed forms of orders. Telephone conference with Attorney Taylor, attorney for EMS Technologies, regarding Stipulated Order to in Part Pay the Claim of Solinvest Group. Draft electronic mail message to Attorney Taylor regarding follow-up to telephone conference. Upload Stipulated Order to in Part Pay the Claim of Solinvest Group. Draft electronic mail message to Mr. Peeper regarding case status. Review Order to in Part Pay the Claim of Solinvest Group United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Draft electronic mail message to Mr. Peeper regarding Order to in Part Pay the Claim of

0.1

0.5

1.4

4.6

0.3

Case 2:02-cv-02641-ROS

Page 3 of 4 Document 60-2 Filed 09/07/2005

Page 28 of 37

Solinvest Group United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Draft electronic mail message to Attorney Sirower, attorney for Old Board of Directors for Technology Systems International, regarding payment of claim of Solinvest Group, Ltd.

TOTAL TIME:

12.0

EXPENSE REPORT DESCRIPTION Photocopying Document Scanning Hand Delivery Express, Certified & Non-Standard Mail Long Distance Outgoing Facsimile Long Distance Telephone International Telephone Room Board Travel & Mileage Parking Computerized Legal Research Research Report & Material Judicial & Government Filing Bank Transaction Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) TOTAL EXPENSES: Miscellaneous Expenses: 1. . 2. . Additional Information: 1. Interest on Outstanding Balance for June 2005 is waived. 2. . EXPENSE $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 0.00

Case 2:02-cv-02641-ROS

Page 4 of 4 Document 60-2 Filed 09/07/2005

Page 29 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Email: [email protected] Website: www.MichaelSimes.com

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Wednesday, August 10, 2005 Solinvest Group, Ltd. Alfred Peeper Sperwerlaan 2 2261 CX Leidschendam Netherlands Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 14.2 $250.00 -----------------------$3,550.00 $49.04 $0.00 $0.00 -----------------------$3,599.04

PAYMENT REPORT
See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2 1

Case 2:02-cv-02641-ROS

Page 1 of 4 Document 60-2 Filed 09/07/2005

Page 30 of 37

PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE:

$18,996.85 $18,996.85 -----------------------------$ 0.00

TRUST ACCOUNT REPORT OPENING TRUST ACCOUNT BALANCE: ----------------------------------------------------------------TRUST ACCOUNT DISTRIBUTIONS: TRUST ACCOUNT DEPOSITS: -----------------------------------------------------------------CLOSING TRUST ACCOUNT BALANCE: $0.00 --------------------$390,662.45 $395,728.20 --------------------$5,065.75

TIME REPORT

DATE 07-05-05

07-07-05

07-08-05 07-11-05

07-22-05

DESCRIPTION Draft letter to Attorney Sirower regarding payment of Order to in Part Pay the Claim of Solinvest Group from the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Telephone conference with Attorney Barnes regarding payment of Order to in Part Pay the Claim of Solinvest Group from the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Draft electronic mail message to Mr. Peeper regarding payment of Order to in Part Pay the Claim of Solinvest Group from the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Review check from Technology Systems International. Telephone conference with Attorney Barnes regarding payment of Order to in Part Pay the Claim of Solinvest Group from the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Telephone conference with Mr. Peeper regarding payment from Technology Systems International. Draft letter to Attorney Barnes regarding payment of Order to in Part Pay the Claim of Solinvest Group from the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Draft letter to Attorney Sirower regarding payment of claim of Solinvest Group, Ltd. Page 2 of 4 Document 60-2 Filed 09/07/2005

TIME

0.3

0.2 0.1

0.9 0.4

Case 2:02-cv-02641-ROS

Page 31 of 37

07-23-05

07-24-05

07-25-05

07-26-05

07-29-05

Review recent pleading with United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Review status of Second Chapter 11 Bankruptcy before the United States Bankruptcy Court for the District of Arizona. Draft electronic mail message to Mr. Peeper regarding claim of Attorney Proper. Telephone conference with Attorney Barnes regarding letter to Attorney Sirower and payment of claim of Solinvest Group, Ltd. Draft Motion to Accelerate Consideration of Motion for Award of Attorneys' Fees and Costs. Draft Motion for Leave of Court to file Comprehensive Supplement to the Motion for Award of Attorneys' Fees and Costs. Draft Motion for Leave of Court to file Comprehensive Supplement to the Motion for Award of Attorneys' Fees and Costs. Review check from Technology Systems International. Review letter to Attorney Barnes regarding payment of Order to in Part Pay the Claim of Solinvest Group from the United States Bankruptcy Court for the District of Arizona in First Chapter 11 Bankruptcy. Draft electronic mail message to Mr. Peeper regarding case status.

1.2

0.2

6.4

3.3

1.2

TOTAL TIME:

14.2

Case 2:02-cv-02641-ROS

Page 3 of 4 Document 60-2 Filed 09/07/2005

Page 32 of 37

EXPENSE REPORT DESCRIPTION Bank Transactions Commercial Research Reports Computerized Legal Research Document Scanning Facsimile--Outgoing Long-Distance and International Only Hand Delivery Judicial & Government Filing Mail--Express, Certified and Non-Standard Only Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) Parking Photocopying Public Access to Court Electronic Records Telephone--Outgoing International Only Travel--Food Travel--Room Travel--Vehicle Mileage TOTAL EXPENSES: EXPENSE $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $40.08 $8.96 $0.00 $0.00 $0.00 $ 49.04

Miscellaneous Expense Description: 1. . 2. . Additional Information and Comments: 1. . 2. .

Case 2:02-cv-02641-ROS

Page 4 of 4 Document 60-2 Filed 09/07/2005

Page 33 of 37

Michael Simes, L.L.C.
Michael Simes, JD, MBA Attorney and Counselor at Law Federal Tax Employer Identification Number: 86-1034853 PRIVILEGED AND CONFIDENTIAL

U.S. Mail Address: 903 South Rural Road Suite 101--323 Tempe, Arizona 85281 Telephone: 480-699-3636 Facsimile: 480-659-2943 Email: [email protected] Website: www.MichaelSimes.com

INVOICE FOR PROFESSIONAL SERVICES
CLIENT INFORMATION Invoice Date Client Name: Client Contact: Client Address: Wednesday, September 07, 2005 Solinvest Group, Ltd. Alfred Peeper Sperwerlaan 2 2261 CX Leidschendam Netherlands Technology Systems International, Inc., a Nevada corporation

Project:

SUMMARY REPORT DESCRIPTION TOTAL TIME:1 HOURLY RATE: ---------------------------------------------TIME/RATE SUBTOTAL: TOTAL EXPENSE:2 OUTSTANDING BALANCE:3 INTEREST:4 ---------------------------------------------TOTAL AMOUNT DUE:5 AMOUNT 79.1 $250.00 -----------------------$19,775.00 $28.50 $0.00 $0.00 -----------------------$19,803.50

See Time Report. See Expense Report. 3 See Payment Report. 4 Interest is computed at one percent (1.0%) per month, compounded monthly, on the Outstanding Balance. 5 THIS IS THE AMOUNT TO BE PAID. PAYMENT IN FULL IS DUE UPON RECEIPT OF THIS INVOICE BUT IN NO EVENT LATER THAN TWENTY (20) CALENDAR DAYS AFTER THE INVOICE DATE. CHECKS SHOULD BE MADE PAYABLE TO: Michael Simes, LLC.
2

1

Case 2:02-cv-02641-ROS

Page 1 of 4 Document 60-2 Filed 09/07/2005

Page 34 of 37

PAYMENT REPORT PREVIOUS TOTAL AMOUNT DUE: APPLIED PAYMENTS: -------------------------------------------------OUTSTANDING BALANCE: $3,599.04 $3,599.04 -----------------------------$ 0.00

TRUST ACCOUNT REPORT OPENING TRUST ACCOUNT BALANCE: ----------------------------------------------------------------TRUST ACCOUNT DISTRIBUTIONS: TRUST ACCOUNT DEPOSITS: -----------------------------------------------------------------CLOSING TRUST ACCOUNT BALANCE: $5,065.75 --------------------$5,065.75 $0.00 --------------------$0.00

TIME REPORT

DATE 08-11-05

08-12-05

08-13-05

08-14-05

08-15-05

DESCRIPTION Review docket from United States Bankruptcy Court. Review Order Approving Stipulation to Convert Case to Chapter 7 and Resolve Other Issues. Review Notice of Creditor Meeting in Chapter 7 Bankruptcy. Draft electronic mail message to Mr. Peeper regarding conversion of bankruptcy. Continue drafting Motion for Leave of Court to File Comprehensive Supplement to the Motion for Award of Attorneys' Fees and Costs. Continue drafting Motion for Leave of Court to File Comprehensive Supplement to the Motion for Award of Attorneys' Fees and Costs. Commence detail review of pleadings in preparation for drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs including reorganization of electronic files. Draft letter to Attorney Sirower, attorney for Debtor Technology Systems International, regarding dismissal of Second Chapter 11 Bankruptcy. Page 2 of 4 Document 60-2 Filed 09/07/2005

TIME

0.4

4.8

2.6

5.0

0.4

Case 2:02-cv-02641-ROS

Page 35 of 37

08-25-05

08-26-05

08-27-05

08-28-05

08-29-05

8-30-05 8-31-05 09-01-05 09-02-05 09-03-05 09-04-05 09-05-05

Prepare for telephone conference with Mr. Peeper regarding case status. Review docket from United States Bankruptcy Court. Telephone conference with Mr. Peeper regarding case status. Continue detailed review of pleadings in preparation for drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Continue detailed review of pleadings in preparation for drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Review Motion for Leave of Court to File Comprehensive Supplement. Continue drafting Motion to Accelerate Consideration of Motion for Award of Attorneys' Fees and Costs. Draft Notice of Resolution of Second Bankruptcy of Technology Systems International, Inc. Continue detailed review of pleading in preparation for drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Commence financial analysis and equity analysis of bankrupt estate. Commence drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Review Motion to Accelerate Consideration of Motion for Award of Attorneys' Fees and Costs. Continue drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Continue drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Continue drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Continue drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Continue drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Continue drafting Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Research regarding appeal from United States Bankruptcy Court to United States District Court including 28 U.S.C. § 158. Research regarding standard of review by United States District Court of factual decisions of the United States Bankruptcy Court including Rules 8013 and 9033 of the Federal Rules of Bankruptcy Procedure. Review research regarding award of costs and out-of-pocket expenses. Review research regarding award of attorneys' fees as a compensatory civil contempt sanction. Review prior research regarding award of attorneys' fees and expenses. Commence drafting Affidavit of Michael Simes in Support of Comprehensive

0.3

3.8

5.1

2.2

7.6 7.7 2.5 4.2 7.6 7.5 7.2

6.5

Case 2:02-cv-02641-ROS

Page 3 of 4 Document 60-2 Filed 09/07/2005

Page 36 of 37

09-06-05

Supplement to the Motion for the Award of Attorneys' Fees and Costs. Review legal research regarding award of costs and out-ofpocket expenses. Review research regarding award of attorneys' fees and compensatory civil contempt sanctions. Finalize Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Finalize Affidavit of Michael Simes in Support of Comprehensive Supplement to the Motion for the Award of Attorneys' Fees and Costs. Prepare Bill of Costs. TOTAL TIME:

3.7 79.1

EXPENSE REPORT DESCRIPTION Bank Transactions Commercial Research Reports Computerized Legal Research Document Scanning Facsimile--Outgoing Long-Distance and International Only Hand Delivery Judicial & Government Filing Mail--Express, Certified and Non-Standard Only Miscellaneous--1 (Described Below) Miscellaneous--2 (Described Below) Parking Photocopying Public Access to Court Electronic Records Telephone--Outgoing International Only Travel--Food Travel--Room Travel--Vehicle Mileage TOTAL EXPENSES: EXPENSE $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $25.80 $0.00 $0.00 $0.00 $ 25.80

Miscellaneous Expense Description: 1. . 2. . Additional Information and Comments: 1. . 2. .

Case 2:02-cv-02641-ROS

Page 4 of 4 Document 60-2 Filed 09/07/2005

Page 37 of 37