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Full title: Application for Interim Professional Compensation /First interim Fee Application of Hahn & Hessen LLP for Compensation for Services Rendered and Reimbursement of Expenses as Counsel for the Official Committee of Unsecured Creditors for the Period from September 30, 2020 through December 31, 2020. for Hahn & Hessen LLP, Creditor Comm. Aty, period: 9/20/2020 to 12/31/2020, fee:$548,878.16, expenses: $6,189.35. filed by Mark T. Power Responses due by 7/22/2021,. (Power, Mark) (Entered: 07/07/2021)

Document posted on Jul 6, 2021 in the bankruptcy, 30 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

134] 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bakery, LLC (9884); 685 Third Avenue Bakery, LLC (9613); 370 Lexington Avenue Bakery, LLC (0672); 787 Seventh Avenue Bakery, LLC (6846); 339 Seventh Avenue Bakery, LLC (1406); and 55 Hudson Yards Bakery, LLC (7583).Applicant’s activities comprised, but were not limited to, the following: review of issues and case law regarding PPP loan issues, exchange of internal emails re same, review of cash collateral motion, proposed interim order in order to form objection, draft and editing of cash collateral objection, emails without counsel re same, legal research re related issues such as security interest in transferred deposit account funds, taking cash free of security interest under UCC, perfection of deposit account funds under a DACA agreement.The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bakery, LLC (9884); 685 Third Avenue Bakery, LLC (9613); 370 Lexington Avenue Bakery, LLC (0672); 787 Seventh Avenue Bakery, LLC (6846); 339 Seventh Avenue Bakery, LLC (1406); and 55 Hudson Yards Bakery, LLC (7583).The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bake

List of Tables

Document Contents

HAHN & HESSEN LLP 488 Madison Avenue New York, New York 10022 Telephone: (212) 478-7200 Facsimile: (212) 478-7400 Mark S. Indelicato, Esq. Mark T. Power, Esq. Jacob T. Schwartz, Esq. Counsel to the Official Committee of Unsecured Creditors UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------------x In re: Chapter 11 COSMOLEDO, LLC, et al.,1 Case No. 20-12117 (MEW) Jointly Administered Debtors. ---------------------------------------------------------------------X NOTICE OF FIRST INTERIM FEE APPLICATION OF HAHN & HESSEN LLP FOR COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES AS COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR THE PERIOD FROM SEPTEMBER 20, 2020 THROUGH DECEMBER 31, 2020 Name of Applicant: HAHN & HESSEN LLP2 Authorized to Provide Professional Services to: The Official Committee of Unsecured Creditors October 21. 2020 nunc pro tunc to September 20, Date of Retention: 2020 [ECF No. 134] 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bakery, LLC (9884); 685 Third Avenue Bakery, LLC (9613); 370 Lexington Avenue Bakery, LLC (0672); 787 Seventh Avenue Bakery, LLC (6846); 339 Seventh Avenue Bakery, LLC (1406); and 55 Hudson Yards Bakery, LLC (7583). 2 On July 1, 2021, Hahn & Hessen LLP became Thompson Coburn Hahn & Hessen LLP and intends on filing an application seeking approval of its retention as successor to Hahn & Hessen.

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Date of order approving retention: October 21, 2020 Interim period for which compensation and reimbursement is sought: September 20, 2020 to December 31, 2020 Interim amount of compensation sought as actual, reasonable and necessary: $548,878.16 Interim amount of expense reimbursement sought as actual, reasonable and necessary: $6,189.35 Total compensation approved by interim order to date: $0.00 Total expenses approved by interim order to date: $0.00 Total compensation paid to date: $367,745.13 Total expenses paid to date: $3,078.16 Blended rate in this application for all attorneys: $650.52 Blended rate in this application for all timekeepers: $577.40 Compensation sought in this application already paid pursuant to a monthly compensation order but not yet allowed: $367,745.13 Expenses sought in this application already paid pursuant to a monthly compensation order but not yet allowed: $3,078.16 Number of professionals included in this application: 9 Number of professionals billing fewer than 15 hours to the case during this period: 4 If applicable, number of professionals in this application not included in staffing plan approved by client: NA If applicable, difference between fees budgeted and compensation sought for this period: NA Are any rates higher that those approved or disclosed at retention: No If yes, calculate and disclose the total compensation sought in this application using the rates originally disclosed in the retention application:  This is a[n]  monthly interim  final application

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This interim fee application includes 7.4 hours of time expended on preparation and filing of monthly fee applications. Time expended on preparation and filing of this interim fee application is not included herein but will be included in a subsequent H&H fee application. Summary of Monthly Fee Statements for Compensation Period:
Table 1 on page 3. Back to List of Tables
None REQUESTED None APPROVED None FEE
HOLDBACK
Date Filed
[DI No.]
Period Covered Fees
(at 100%)
Expenses
(at 100%)
Fees
(at 80%)
Expenses
(at 100%)
(at 20%)
12/05/2020
[ECF 188]
09/20/2020 –
10/31/2020
$363,733.14 $2,040.87 $290,986.51 $2,040.87 $72,746.63
05/17/2021
[ECF 314]
11/01/2020 –
11/30/2020
$95,948.27 $1,037.29 $76,758.62 $1,037.29 $19,189.65
06/23/2021
[ECF 341]
12/01/2020 –
12/31/2020
$89,196.75 $3,111.19 $71,357.40 $3,111.19 $17,839.35
Summary of Professional Compensation and Reimbursement of Expenses Requested During the Compensation Period, Hahn & Hessen expended a total of 950.60 hours in connection with its services on behalf of the Committee. Hahn & Hessen submits that the services it has rendered to the Committee have been necessary and in the best interests of creditors and the Debtors' estate and have furthered the goals of all parties in interest. Applicant's services were concentrated in, but were not limited to, the areas relating to: A. General Administrative (001) Applicant expended a total of 35.0 hours on services related to this category, for a total of $22,863.50 in compensation. This category encompasses a number of essential activities that were required at case outset in order to ensure smooth functioning of H&H’s representation of the Committee, such as compilation of the case contact list and internal/external email distribution lists, efiling and service of key pleadings, regular case docket checks, retrieval and archiving of key pleadings, and ongoing legal research on topics relevant to the Committee’s interests. Specific activities during the period under review

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included an initial call with the H&H team to discuss next steps and task assignments, participation in key Court hearings on first day motions, sale and lease rejection motions, and in-depth review of the Debtors’ statements of financial affairs. Applicant reviewed the Debtor’s motion to repay its PPP loan, researched case law and the PPP loan review and forgiveness process. Applicant prepared an objection to the Debtors’ PPP Loan Repayment motion. Together with Debtor’s counsel, Applicant reviewed various PPP loan scenarios, and drafted, reviewed and extensively revised the Committee’s objection to the Debtor’s PPP loan motion. Applicant also reviewed the Debtor’s bar date motion, reviewed the Debtor’s correspondence with chambers regarding the proposed bar date, and participated in court hearings regarding bar date issues. B. Creditors’ Committee (002) Applicant expended a total of 370.60 hours on services related to this category, for a total of $227,559.00 in compensation. Weekly conference calls including Committee members and all associated professionals formed the backbone of Applicant’s representation. Applicant typically used these calls to bring the latest case developments to the Committee’s attention, to present financial analyses where needed and to discuss proposed strategy moving forward. In preparation for these meetings, Applicant frequently conducted legal research on pending issues, communications via email and conference call with the H&H team and Committee professionals to discuss and evaluate important items, and preparation of written motion summaries for presentation to the Committee. The case progressed rapidly during the three-month period under review. At the outset, Applicant participated in the processing of interviewing and hiring a financial advisor for the Committee, editing of the Committee by-laws, and ensuring a rapid and successful completion of the proposed sale of the Debtors’ assets. Attempting to gain an

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understanding of the various sale options and their potential impact on distributions to creditors, Applicant analyzed multiple distribution models, discussed the implications with counsel, Committee professionals and ultimately with Committee members. Applicant also engaged in numerous multiparty discussions regarding established bid procedures and proposed changes to them. Ultimately the stalking horse bid submitted by Aurify Inc. proved successful; Applicant carefully analyzed the implications of Aurify’s bid upon creditor recovery levels before obtaining Committee approval and moving to include an expedited motion to approval a global settlement with Aurify and the Debtors’ controlling shareholder. Applicant also attended the related Court hearings. As the case progressed through the Fall and into December, Applicant dealt with various issues as they arose, including license and lease assumption issues and landlord claims. Applicant analyzed the Debtor’s statement of financial affairs, attended Court hearings on the lease rejection motion and sale motions, and reviewed and responded to emails re rejection issues. Applicant responded to the Debtors’ motion to repay the PPP loans, drafting, revising and filing Committee objections to the PPP motion, as well as the Debtors’ KEIP motion. Applicant engaged in multiparty negotiations to attempt to resolve the Committee’s objections to the Debtors’ motion to repay the PPP Loan and to arrange settlements on KEIP-related issues, among other things. C. Retention (003) Applicant expended a total of 28.10 hours on activities related to this category during the period under review, for a total of $15,587.00 in compensation. Applicant drafted, revised and efiled retention applications for H&H as well as other committee professionals, and completed service of same, reviewed pitch materials from financial advisor candidates, prepared for and participated in interviews with financial advisor candidates

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D. Executory Contracts/Leases (004) Applicant expended a total of 50.60 hours on activities related to this category during the period under review, for a total of $25,354.00 in compensation. Applicant attended hearings on lease-related issues and reviewed the Debtors’ existing leases, conducted legal research on whether the Debtors could avoid or reduce their rent obligations under force majeure provisions contained in their various retail leases due to being forced to close their doors by New York State mandate due to the pandemic, and researched and corresponded internally regarding lease rejection issues and tenant’s obligations to pay rent under different circumstances. E. DIP/Cash Collateral (005) Applicant expended a total of 66.1 hours on activities related to this category, for a total of $37,045.00 in compensation. Applicant’s activities comprised, but were not limited to, the following: review of issues and case law regarding PPP loan issues, exchange of internal emails re same, review of cash collateral motion, proposed interim order in order to form objection, draft and editing of cash collateral objection, emails without counsel re same, legal research re related issues such as security interest in transferred deposit account funds, taking cash free of security interest under UCC, perfection of deposit account funds under a DACA agreement. F. Investigation of Liens (006) Applicant expended a total of 95.6 hours on activities related to this category, for a total of $59,352.00 in compensation. Applicant’s activities included, but were not limited to, the following: research on recharacterization and credit bid/security interests, UCC loss of perfection and preference analysis, and on PPP loan issues. Applicant reviewed and edited the document production letter to the Debtors, various secured lending documents

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and other materials regarding financial transactions provided by the Debtor. Applicant reviewed the DACA agreement and worked through the related perfection issues via emails and phone calls. Applicant reviewed the Debtors’ motion to pay the PPP loan and discussed the Committee’s objection via teleconference. Applicant reviewed and revised a memo for the Committee outlining the potential strength of recharacterization claims against particular debt claims. G. Sale of Assets (007) Applicant expended a total of 220.2 hours on activities related to this category, for a total of $165,065.50 in compensation. Ensuring a fair and equitable sales process with regard to the Debtors’ assets that would ultimately maximize the revenues available for distribution to creditors was a central focus of Applicant’s efforts during the three-month period under review. This process began in September with Applicant’s attempts to modify the Debtors’ proposed bid procedures. Applicant reviewed asset purchase agreements specifically with regard to real estate taxes on owned facilities and potential amendments, then drafted and reviewed an APA amendment and debt discharge letter, which required an intensive exchange of internal emails. Applicant then reviewed the bid procedures motion, teleconferencing internally and with Committee professionals, Debtor’s counsel and counsel to Aurify, the stalking horse bidder, to develop a potential bid procedures objection on behalf of the Committee. Extensive legal research into the relevant issues was done prior to developing numerous versions of the Committee’s objection. Applicant commenced negotiations with counsel to Aurify in order to move toward a mutually acceptable settlement and modified bid procedures order that could be approved by the Court. On September 30th, the Court conducted a hearing to approve the revised consensually-negotiated bid procedures.

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Once a mutually acceptable set of bid procedures was in place, Applicant turned toward the specifics of the bid presented by Aurify, the stalking horse bidder. Aurify’s offer to purchase the Debtors’ assets incorporated a significant credit bid, and during the lead-up to the sale hearing on October 29, Applicant first worked with Committee professionals and Committee members to develop multiple versions of an objection, which then formed the basis of settlement negotiations involving all parties to the case. Ultimately, Applicant was able to achieve a settlement with Aurify and its counsel in which, irrespective of the auction results, Aurify agreed to waive its claims on the Debtor’s estate, which, if allowed in their entirety, would have significantly reduced the distributions available to creditors. This global settlement was approved by the Court at the sale hearing held on October 29th. Applicant’s other activities in this category during the period under review were wide-ranging, encompassing activities such as managing the assumption and/or rejection of licensing agreements and leases, drafting of release language for particular Debtor entities, and managing issues connected with the Debtors’ KEIP motion in connection with the sale results. H. Professional Fees (008) Applicant expended a total of 11.7 hours on activities related to this category, for a total of $4,164.00 in compensation. Applicant’s activities in this category included invoice review, calculations and drafting for H&H’s monthly fee statements, finalizing and efiling H&H monthly fee statements and those of other Committee professionals, and maintaining email correspondence with Debtors’s counsel regarding payment issues. I. Plan and Disclosure Statement (011) Applicant expended a total of 8.40 hours on activities related to this category, for a total of $8,610.00 in compensation. Applicant’s activities in this category included

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conducting teleconferences regarding legal issues on substantive consolidation and landlord claims, review of the substantive consolidation analysis prepared by the Committee’s financial advisor, and subsequent email exchanges with the H&H team regarding issues and their potential resolution. J. Employee Issues (012) Applicant expended a total of 62.00 hours on activities related to this category, for a total of $37,387.00 in compensation. Applicant’s activities in this category centered around the Debtors’ KEIP motion, formulating the Committee’s objection and attempting to resolve issues connected with the Debtor’s motion. Applicant performed substantive legal research on relevant issues such as standards for employee compensation plans, then drafted and revised the Committee’s objection. Applicant communicated with Debtors’ counsel to attempt a resolution of KEIP-related issues. On December 8th, Applicant attended a Court hearing on the Debtors’ proposed KEIP motion, followed by an internal strategy call to discuss next steps. In addition, Applicant reviewed schedules prepared by the Debtors’ professionals detailing expenditures covered by the Debtors’ PPP loan. K. Other Activities Applicant expended a total of 2.3 hours on the following activities, each of which required less than 2.0 hours, for a total of $2,170.00 in compensation: (1) Claims Administration (013) – 0.3 hrs., $120.00 Applicant engaged in internal discussions regarding the Debtors’ claim allowance motion. (2) Investigation of Company (014) – 2.0 hrs., $2,050.00 Applicant conducted a conference call with the H&H team in order to analyze PPP loan issues, reviewed the schedule of documents posted in an electronic dataroom

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established by the Debtors, and exchanged emails internally regarding procedures for reviewing documents in the dataroom. Summary of any Objections to Fee Application No formal objections have been filed regarding the monthly fee applications of Hahn & Hessen LLP. PLEASE TAKE NOTICE that, pursuant to the Order Granting Debtors’ Motion for Order Pursuant to Bankruptcy Code Sections 105(a) and 331, Bankruptcy Rule 2016, and Local Bankruptcy Rule 2016-1 Establishing Procedures for Interim Compensation and Reimbursement of Expenses of Professionals, dated October 13, 2020 (the “Interim Compensation Order”) [D.I. 115], Hahn & Hessen LLP (“Hahn & Hessen” or the “Applicant”) hereby files its First Interim Fee Application Request for the period of September 20, 2020 through and including December 31, 2020 (the “Interim Fee Application”). PLEASE TAKE FURTHER NOTICE that, objections, if any, to the Application must be made in accordance with the Interim Compensation Order, and must be filed with the Clerk of the Bankruptcy Court, 1 Bowling Green, New York, New York 10004, and be served upon and received by: (i) William K. Harrington, United States Trustee for Region 2, United States Department of Justice, Office of the United States Trustee, U.S. Federal Office Building, 201 Varick Street, Suite 1006, New York, NY 10014, Attn: Brian Masumoto, Esq., Brian.Masumoto@usdoj.gov; (ii) Mintz & Gold LLP, counsel to Cosmoledo, LLC and its affiliated Debtors, 600 Third Avenue, 25th Floor, New York, NY 10016, Attn: Andrew Gottesman, gottesman@mintzandgold.com; and (iii) Hahn & Hessen LLP, counsel to the Official Committee of Unsecured Creditors, 488 Madison Avenue, New York, NY 10022, Attn: Mark T. Power, MPower@hahnhessen.com (together the

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“Notice Parties”) by hand, electronic mail or overnight delivery so as to be received no later than fifteen (15) days following the filing of the Interim Fee Application with the Court (the “Objection Deadline”) and shall set forth the nature of the objection and the specific amount of fees or expenses at issue. PLEASE TAKE FURTHER NOTICE that, a hearing to consider the Interim Fee Application will be held before the Honorable Michael T. Wiles at the United States Bankruptcy Court, 1 Bowling Green, New York, New York 10004 at a date and time to be determined. PLEASE TAKE FURTHER NOTICE that, the Interim Compensation Order requires, among other things, that professionals requesting compensation “… provide detailed time records as required under the Amended Guidelines for Fees and Disbursements for Professionals in Southern District of New York Bankruptcy Cases (“Local Guidelines”) and the U.S. Trustee Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 Cases, effective November 1, 2013 (“Appendix B Guidelines”) (together, the “Fee Guidelines”).” In compliance with the Fee Guidelines, this Application is supported by the following Exhibits:  Exhibit A - Customary and Comparable Compensation Disclosures;  Exhibit B – Summary of Timekeepers Included in this Fee Application;  Exhibit C – (1) Summary of Compensation Requested by Project Category and (2) Summary of Expense Reimbursement Requested by Category;  Exhibit D – Retention Order; and  Exhibit E Certification of Mark T. Power

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PLEASE TAKE FURTHER NOTICE THAT, IF NO OBJECTIONS ARE TIMELY FILED TO THE FIRST INTERIM FEE APPLICATION IN ACCORDANCE WITH THIS NOTICE, THE COURT MAY GRANT THE RELIEF REQUESTED WITHOUT FURTHER NOTICE OR HEARING. Dated: July 7, 2021 THOMPSON COBURN HAHN & HESSEN LLP As Successor to HAHN & HESSEN LLP /s/ Mark T. Power Mark S. Indelicato Mark T. Power Jacob T. Schwartz Aleksandra Abramova 488 Madison Avenue New York, New York 10022 Telephone: (212) 478-7200 Facsimile: (212) 478-7400 E-mail: mindelicato@hahnhessen.com mpower@hahnhessen.com jschwartz2@hahnhessen.om aabramova@hahnhessen.com Counsel to The Official Committee of Unsecured Creditors of Cosmoledo, LLC, et al.

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Proposed Order

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------------------x In re: Chapter 11 COSMOLEDO, LLC, et al.,3 Case No. 20-12117 (MEW) Jointly Administered Debtors. ---------------------------------------------------------------------------x ORDER GRANTING APPLICATION FOR ALLOWANCE OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES Upon consideration of the First Interim Fee Application of Hahn & Hessen LLP for Compensation for Services Rendered and Reimbursement of Expenses as Counsel for the Official Committee of Unsecured Creditors for the Period from September 20, 2020 through December 31, 2020; and a hearing having been held before this court to consider the Application, and notice having having been given to any responses thereto; and sufficient cause having been shown therefor; it is hereby: 3 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bakery, LLC (9884); 685 Third Avenue Bakery, LLC (9613); 370 Lexington Avenue Bakery, LLC (0672); 787 Seventh Avenue Bakery, LLC (6846); 339 Seventh Avenue Bakery, LLC (1406); and 55 Hudson Yards Bakery, LLC (7583).

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ORDERED that the Application is granted to the extent set forth in the attached Schedule. Dated: New York, New York _______________, 2021 _______________________________________ HONORABLE MICHAEL E. WILES UNITED STATES BANKRUPTCY JUDGE Southern District of New York

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ase No.: 20-12117 (MEW) CURRENT INTERIM FEE PERIOD Schedule A ase Name: Cosmoledo, LLC, et al.1 September 20, 2020 – December 31, 2020 (Jointly Administered)
Table 1 on page 16. Back to List of Tables
(2)
Date/Document
Number of App.
(3)
Interim Fees
Requested on
Application
(4)
Fees Allowed
(5)
Fees to be
Paid for Current
Fee Period
(6)
Fees to be Paid for
Prior Fee Period(s)
(if any) (i.e.,
Holdback Release)
(7)
Total Fees to be
Paid
(8)
Interim
Expenses
Requested
TBD $548,878.16 $548,878.16 $71,357.40 $109,775.63 $181,133.03 $4,954.56
DATE ON WHICH ORDER WAS SIGNED:_____________, 2021 INITIALS:_______USB 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bakery, LLC (9884); 685 Third Avenue Bakery, LLC (9613); 370 Lexington Avenue Bakery, LLC (0672); 787 Seventh Avenue Bakery, LLC (6846); 339 Seventh Avenue Bakery, LLC (1406); and 55 Hudson Yards Bakery, LLC (7583).

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Exhibit A CUSTOMARY AND COMPARABLE COMPENSATION DISCLOSURES Hahn & Hessen’s hourly rates for bankruptcy services are comparable or less than the hourly rates charged in complex chapter 11 cases by comparably skilled bankruptcy attorneys. In addition, Hahn & Hessen’s hourly rates for bankruptcy services are comparable to the rates charged by the firm, and by comparably skilled practitioners in other firms, for complex corporate and litigation matters, whether in court or otherwise, regardless of whether a fee application is required.
Table 1 on page 17. Back to List of Tables
Category of Timekeeper
(as maintained by the Firm)
Blended Hourly Rate5 None
None Billed
Firm-wide for preceding
calendar year
Billed
In this Application
Partner $860.00 $1,015.27
Associate $456.67 $377.19
Paralegal $243.33 $285.14
Aggregated: $622.00 $577.40
5 Consistent with ¶ C.3 of the Appendix B Guidelines, the blended hourly rates set forth in Exhibit A are calculated by dividing the dollar value of hours billed by the number of hours billed for the relevant timekeepers during the applicable time period. Exhibit A also segregates the timekeepers applicable to this engagement by rank using the categories set forth in “Exhibit A” to the Appendix B Guidelines. The data for the “preceding year” is based on information from Hahn & Hessen’s last completed calendar year ending December 31, 2020. In addition, as requested by ¶ C.3 of the Appendix B Guidelines, the blended hourly rates identified in Exhibit A for non-bankruptcy timekeepers at Hahn & Hessen includes discounted or alternative engagements, other than pro bono engagements and engagements for clients who are employees or charitable organizations that are billed at materially discounted rates.

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Exhibit B SUMMARY OF TIMEKEEPERS INCLUDED IN THIS FEE APPLICATION Hours Hourly Rate Number of Rate Year Fees Billed Billed Billed Increases First SINCE CASE IN THIS Name Position Department Admitted IN THIS APPLICATION APPLICATION INCEPTION Aleksandra Abramova Associate Bankruptcy & Restructuring 2020 $99,655.00 283.30 $350/$360 None Joshua I. Divack Partner Bankruptcy & Restructuring 1989 $5,984.00 6.80 $880 None Daniel M. Ford Partner Bankruptcy & Restructuring 2001 $425.00 0.50 $850 None Mark D. Graham Partner Real Estate 1984 $8,950.50 11.70 $765 None Don D. Grubman Partner Securities and Tax 1980 $7,128.00 8.10 $880 None Mark S. Indelicato Partner Bankruptcy & Restructuring 1986 $209,767.50 203.80 $1025/$1050 None Mark T. Power Partner Bankruptcy & Restructuring 1988 $165,425.00 160.80 $1025/$1050 None Jacob T. Schwartz Associate Bankruptcy & Restructuring 2018 97,500.00 239.40 $400/$450 None Attorney Subtotal: $594,835.00 914.40 David Reinhart Paralegal Bankruptcy & Restructuring N/A $10,322.00 36.20 $280/$300 None Paralegal Subtotal: $10,322.00 36.20 SUBTOTAL: $605,157.00 950.60 (Courtesy Discount) ($56,278.84) GRAND TOTAL: $548,878.16 Blended Rate for All Attorneys: $650.52 Blended Rate for All Timekeepers: $577.40

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Exhibit C-1 SUMMARY OF COMPENSATION REQUESTED BY PROJECT CATEGORY Project Category (as maintained by the Firm) Hours Billed Fees Sought 001 General Administrative 35.00 $22,863.50 002 Creditors Committee 370.60 $227,559.00 (Internal/Creditor Communications) 003 Retentions/Employment 28.10 $15,587.00 004 Executory Contracts/Leases 50.60 $25,354.00 005 DIP/Cash Collateral 66.10 $37,045.00 006 Investigation of Liens 95.60 $59,352.00 007 Sales of Assets 220.20 $165,065.50 008 Professional Fees 11.70 $4,164.00 011 Plan & Disclosure Statement 8.40 $8,610.00 012 Employee Issues 62.00 $37,387.00 013 Claims Administration .30 $120.00 014 Investigation of Company 2.00 $2,050.00 Courtesy Discount (56,278.84) Total: 950.60 $548,878.16

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Exhibit C-2 SUMMARY OF EXPENSE REIMBURSEMENT REQUESTED BY CATEGORY Expense Service Provider Code Category (if applicable) Amount LEXI Online Research Lexis-Nexis $4,033.51 TELCON Teleconferencing Global Conf. Solutions LLC; $2,135.34 [Committee Meetings; Telephonic Court A+ Conferencing; Appearances] CourtCall, LLC SRCH PACER search fees PACER Service Center $20.50 Total: $6,189.35

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Exhibit D Retention Order

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22

23

24

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Exhibit E CERTIFICATION

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------------------x In re: Chapter 11 COSMOLEDO, LLC, et al.,1 Case No. 20-12117 (MEW) Jointly Administered Debtors. ---------------------------------------------------------------------------x CERTIFICATION OF MARK T. POWER IN SUPPORT OF THE FIRST INTERIM FEE APPLICATION OF HAHN & HESSEN LLP, AS COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR ALLOWANCE OF COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM SEPTEMBER 10, 2020 THROUGH AND INCLUDING DECEMBER 31, 20202 I, MARK T. POWER, hereby certify that: 1. I am a member of the law firm of Thompson Coburn Hahn & Hessen LLP as successor to Hahn & Hessen LLP (“Hahn & Hessen”), counsel for the Official Committee of Unsecured Creditors (the “Committee”) appointed herein. I am responsible for the services rendered and to be rendered to the Committee as well as for compliance with the Amended Guidelines for Fees and Disbursements for Professionals in the Southern District of New York as promulgated by the Court (the “Local Guidelines”), and the U.S. Trustee Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Cosmoledo, LLC (6787); Breadroll, LLC, (3279); 688 Bronx Commissary, LLC (6515); 95 Broad Commissary, LLC (2335); 178 Bruckner Commissary, LLC (2581); 8 West Bakery, LLC (6421); NYC 1294 Third Ave Bakery, LLC (2001); 921 Broadway Bakery, LLC (2352); 1800 Broadway Bakery, LLC (8939); 1535 Third Avenue Bakery, LLC (1011); 2161 Broadway Bakery, LLC (2767); 210 Joralemon Bakery, LLC (4779); 1377 Sixth Avenue Bakery, LLC (9717); 400 Fifth Avenue Bakery, LLC (6378); 1400 Broadway Bakery, LLC (8529); 575 Lexington Avenue Bakery, LLC (9884); 685 Third Avenue Bakery, LLC (9613); 370 Lexington Avenue Bakery, LLC (0672); 787 Seventh Avenue Bakery, LLC (6846); 339 Seventh Avenue Bakery, LLC (1406); and 55 Hudson Yards Bakery, LLC (7583). 2 On July 1, 2021, Hahn & Hessen LLP became Thompson Coburn Hahn & Hessen LLP and intends to file an application seeking approval of its retention as successor to Hahn & Hessen.

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Filed under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 Cases, effective November 1, 2013 (“Appendix B Guidelines”) (together, the “Fee Guidelines”). 2. This certification is submitted in support of the foregoing First Interim Fee Application (the “Application”) for allowance of compensation and reimbursement of expenses incurred by Hahn & Hessen, as counsel to the Committee, for the period from September 20, 2020 through and including December 31, 2020. 3. I have personally performed many of the services rendered by H&H and am thoroughly familiar with all other services performed on behalf of the Committee by the lawyers and paraprofessionals in my firm. 4. The facts contained in the application are true and correct to the best of my knowledge, information and belief. 5. The fees and disbursements requested in the Application are in accordance with practices customarily employed by H&H and generally accepted by H&H’s clients. 6. In providing a reimbursable service, H&H does not make a profit on that service, whether the service is performed by H&H in-house or through a third party. 7. H&H discussed its rates, fees and budget with the Committee at the outset of and throughout the Chapter 11 cases. H&H and the Committee agreed to a general framework of staffing and expenses prior to the commencement of these cases. 8. No agreement or understanding exists between H&H and any other person or persons or parties to share in any compensation received in connection with this case except as with respect to the terms of partnership agreements with members of H&H. 9. In accordance with the Appendix B Guidelines, H&H responds to the questions identified therein as follows:

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Table 1 on page 29. Back to List of Tables
Question Response Explanation
Did you agree to any variations from, or
alternatives to, your standard or customary
billing rates, fees or terms for services
pertaining to this engagement that were
provided during the application period? If
so, please explain.
No N/A
Have any of the professionals included in
this fee application varied their hourly rate
based on the geographic location of the
bankruptcy case?
No N/A
Does the fee application include time or fees
related to reviewing or revising time records
or preparing, reviewing, or revising
invoices?
Yes This application
includes 7.4 hours for
fee application
preparation and related
work.
Does this fee application include time or fees
for reviewing time records to redact any
privileged or other confidential information?
No N/A
If the fee application includes any rate
increases since retention:
i. Did your client review and approve
those rate increases in advance?
ii. Did your client agree when retaining the
law firm to accept all future rate increases? If
not, did you inform your client that they need
not agree to modified rates or terms in order
to have you continue the representation,
consistent with ABA formal Ethics Opinion
11-458?
i. Yes, our standard
annual rate increases.
The client approved
these fee increases in
advance.

ii. The client
reserved the right to
approve all future
rate increases at the
time they are sought.
N/A

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10. To the best of my knowledge, information and belief, the application substantially complies with the Fee Guidelines and the Local Rules. /s/ Mark T. Power Mark T. Power

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