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Full title: Application for Compensation First Interim Application of Kimball, Tirey & St. John, LLP for Allowance of Compensation and Reimbursement of Expenses Incurred as Special Residential Real Estate Counsel For Debtors [Period December 1, 2020 through April 30, 2021] for Kimball, Tirey & St. John, LLP, Special Counsel, Fee: $6,079.50, Expenses: $1,815.00. Filed by Attorney Matthew Ryan Klinger (Attachments: # 1 Declaration) (Klinger, Matthew) (Entered: 06/24/2021)

Document posted on Jun 23, 2021 in the bankruptcy, 29 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

By way of this Fee Application, the Applicant seeks an order of the Court (i) 10 granting interim approval of compensation and reimbursement of expenses incurred by the11 Applicant as special residential real estate counsel for the Debtors for the period from 12 December 1, 2020 through April 30, 2021 (the “Application Period”), totaling $7,894.50 13 consisting of professional fees of $6,079.50 and expenses of $1,815.00, (ii) authorizing 14 and directing the Debtors to make prompt payment to the firm of a total of $6,678.60, 15 which amount represents 80% of all fees requested in the Application and 100% of all 16 expenses requested in the Application, and (iii) granting such other and further relief as th17 court may deem just and proper.Except as otherwise noted, the 22 Applicant believes this Fee Application substantially conforms with the United States 23 Trustee’s guidelines (the “Trustee’s Guidelines”) for compensation and expense 24 reimbursement for professionals and the United States Bankruptcy Court for the Northern 25 District of California’s Guidelines for Compensation and Expense Reimbursement of 26 Professionals and Trustees (the “Northern District Guidelines”).KTS is authorized to perform the services described in the Application, and14 compensation for such services shall be paid from estates in such amounts 15 and at such times as the Court may hereafter allow.The Court, having considered the LLC/LP Debtors Application for Order 2 Authorizing Employment of Kimball, Tirey & St, John, LLP as Special Real Estate Counse3 (the "Application"), filed by Professional Investors Security Fund I, A California Limited 4 Partnership; Professional Investors Security Fund IV, A California Limited Partnership; 5 Professional Investors Security Fund VII, A California Limited Partnership; Professional 6 Investors Security Fund IX, A California Limited Partnership; Professional Investors 7 Security Fund XII, A California Limited Partnership; Professional Investors Security Fun 8 XIII, A California Limited Partnership; Professional Investors Security Fund XIV, A 9 California Limited Partnership; Professional Investors Security Fund XV, A California 10 Limited Partnership; Professional Investors Security Fund XVII, A California Limited11 Partnership; and Professional Investors Security Fund XVIII, A California Limited 12 Partnership (collec LP Debtors Professional Investors 20, LLC; 13 Professional Investors 21, LLC; Professional Investors 22, LLC; Professional Investors 2314 LLC; Professional Investors 24, LLC; Professional Investors 25, LLC; Professional 15 Investors 26, LLC; Professional Investors 27, LLC; Professional Investors 29, LLC;16 Professional Investors 30, LLC; Professional Investors 32, LLC; Professional Investors 3317 LLC; Professional Investors 34, LLC; Professional Investors 35, LLC; Professional 18 Investors 36, LLC; Professional Investors 37, LLC; Professional Investors 40, LLC; 19 Professional Investors 41, LLC; and Profe

List of Tables

Document Contents

1 SHEPPARD, MULLIN, RICHTER & HAMPTONLLP 2 A Limited Liability Partnership Including Professional Corporations 3 ORI KATZ, Cal. Bar No. 209561 J. BARRETT MARUM, Cal. Bar No. 228628 4 MATT KLINGER, Cal. Bar No. 307362 GIANNA SEGRETTI, Cal. Bar No. 323645 5 Four Embarcadero Center, 17th Floor San Francisco, California 94111-4109 6 Telephone: 415.434.9100 Facsimile: 415.434.3947 7 Email: okatz@sheppardmullin.com bmarum@sheppardmullin.com 8 mklinger@sheppardmullin.com gsegretti@sheppardmullin.com 9 Counsel for Debtors 10 UNITED STATES BANKRUPTCY COURT 11 NORTHERN DISTRICT OF CALIFORNIA, SAN FRANCISCO DIVISION 12 In re Case No. 20-30604 13 PROFESSIONAL FINANCIAL (Jointly Administered) INVESTORS, INC., a California corporation, 14 et al., Chapter 11 15 Debtors. FIRST INTERIM APPLICATION OF KIMBALL, TIREY & ST. JOHN, LLP FOR ALLOWANCE OF 16 COMPENSATION AND REIMBURSEMENT OF EXPENSES 17 INCURRED AS SPECIAL RESIDENTIAL REAL ESTATE COUNSEL FOR 18 DEBTORS 19 Date: July 22, 2021 Time: 10:00 a.m. 20 Judge: Hannah L. Blumenstiel Place: Telephonic/Video Appearances Only 21 450 Golden Gate Ave., 16th Fl., Ctm. 19 16th Floor, Courtroom 19 22 San Francisco, CA 94102 23 24 25 26 27

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1 Name of Applicant: Kimball, Tirey & St. John, LLP Name of Client: See Exhibit A 2 Time Period Covered by this Application: December 1, 2020– April 30, 2021Total Compensation Sought by this Application: $ 7,894.50 3 Total Expenses Sought by this Application: $ 1815.00 4 Petition Date: See Exhibit A 5 Retention Date: See Exhibit A 6 Date of Order Approving Applicant’s Employment: See Exhibit A 7 Total Compensation Approved by Interim Order to $0.00 8 Date: Total Expenses Approved by Interim Order to Date: $0.00 9 Total Allowed Compensation Paid to Date: $0.00 10 Total Allowed Expenses Paid to Date: $0.00 11 Blended Rate in this Application for All Attorneys: $295.00 12 Blended Rate in this Application for all Timekeepers: $295.00 13 Compensation Sought in this Application Already $0.00 14 Paid Pursuant to a Monthly Compensation Order: 15 Expenses Sought in this Application Already Paid $0.00 16 Pursuant to a Monthly Compensation Order But Not Yet Allowed: 17 18 Number of Professionals Included in this Application: 1 19 If Applicable, Number of Professionals in this N/A Application Not Included in Staffing Plan Approved 20 by Client: 21 If Applicable, Difference Between Fees Budgeted and N/A Compensation Sought For this Period: 22 23 Number of Professionals Billing Fewer than 15 Hours 1 to the Case During the Application Period: 24 Are any rates higher than those approved or disclosed Noat retention? If yes, calculate and disclose the total 25 compensation sought in this application using the rate originally disclosed in the retention application. 26 27

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1 Name of Practice Hourly Number of Total Total Blended Professional Group & Billing Rate Rate Billed Compensation Rate for 2 Person Date of First in this Increases Hours Non- Admission Application Since Case Bankruptc 3 Inception Work Partners and Of Counsel 4 Dana Wares Landlord $295.00 0 20.61 $6079.50 $295.00 Tenant, June 4, 2012 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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1 I. 2 INTRODUCTION 3 This is the first interim application for compensation and reimbursement of 4 expenses (the “Fee Application”) of Kimball, Tirey & St. John, LLP (the “Applicant”) as 5 special residential real estate counsel for Professional Financial Investors, Inc. (“PFI”) and 6 Professional Investors Security Fund, Inc. (“PISF”), and the other affiliates of PFI 7 identified on Exhibit A (collectively with PFI and PISF, the “Debtors”) in the above-8 captioned jointly administered bankruptcy cases (the “Bankruptcy Cases”). 9 By way of this Fee Application, the Applicant seeks an order of the Court (i) 10 granting interim approval of compensation and reimbursement of expenses incurred by the11 Applicant as special residential real estate counsel for the Debtors for the period from 12 December 1, 2020 through April 30, 2021 (the “Application Period”), totaling $7,894.50 13 consisting of professional fees of $6,079.50 and expenses of $1,815.00, (ii) authorizing 14 and directing the Debtors to make prompt payment to the firm of a total of $6,678.60, 15 which amount represents 80% of all fees requested in the Application and 100% of all 16 expenses requested in the Application, and (iii) granting such other and further relief as th17 court may deem just and proper. 18 This is the Applicant’s first application for compensation in the Bankruptcy Cases. 19 This Fee Application is made pursuant to sections 330 and 331 of title 11 of the 20 United States Code (the “Bankruptcy Code”) and Rule 2016 of the Federal Rules of 21 Bankruptcy Procedure (the “Bankruptcy Rules”). Except as otherwise noted, the 22 Applicant believes this Fee Application substantially conforms with the United States 23 Trustee’s guidelines (the “Trustee’s Guidelines”) for compensation and expense 24 reimbursement for professionals and the United States Bankruptcy Court for the Northern 25 District of California’s Guidelines for Compensation and Expense Reimbursement of 26 Professionals and Trustees (the “Northern District Guidelines”). 27 The request for relief set forth in this Fee Application is supported by this Fee

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1 “Declaration”), the hearing notice filed concurrently with the Fee Application, and all 2 related documents and pleadings previously filed in the Bankruptcy Cases or that may be 3 filed prior to the hearing on the Fee Application. 4 II. 5 SUMMARY OF SERVICES RENDERED 6 The Debtors employed the Applicant for residential real estate matters and disputes7 involving Debtors’ residential real estate. 8 During the Application Period, the Applicant prepared its employment application 9 for the Court in collaboration and consultation with the Debtors’ bankruptcy attorneys, an10 was available to provide residential real estate advice and counsel on an as-needed basis. 11 III. 12 RELIEF REQUESTED AND BASIS FOR RELIEF 13 The Applicant seeks an order of the Court (i) granting interim approval and 14 allowance of compensation totaling $7,894.50 consisting of total professional fees of 15 $6,079.50 and $1,815.00 in expenses incurred by the Applicant during the Application 16 Period in its representation of the Debtors, (ii) authorizing and directing the Debtors to 17 make prompt payment to the Applicant of a total of $6,678.60, which amount represents 18 80% of all fees requested in the Application and 100% of all expenses requested in the 19 Application, and (iii) granting such other and further relief as the court may deem just and 20 proper. 21 In view of the time expended, the responsibilities assumed, and the reputation and 22 skill of the Applicant’s attorneys, the Applicant respectfully submits that the foregoing 23 represents the reasonable value of the services rendered on behalf of the Debtors. The 24 Applicant believes that the services rendered were necessary, and that the attorney’s fees 25 requested constitute reasonable and necessary fees. 26 27

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1 IV. 2 GENERAL BACKGROUND 3 For a general discussion of the Debtors’ background, please refer to section IV of 4 the Second Interim Application of Sheppard, Mullin, Richter & Hampton LLP for 5 Allowance of Compensation and Reimbursement of Expenses Incurred as Counsel for 6 Debtors filed concurrently with this Application (the “Second Interim Sheppard Mullin 7 Fee Application”), which discussion is incorporated as if fully set forth herein. 8 V. 9 SUMMARY OF MAIN EVENTS 10 The following is a summary of the main events that occurred during the pendency 11 of the Bankruptcy Cases and are related to this Application. 12 A. Motion to Employ the Applicant 13 On November 25, 2020, PFI and PISF filed their application to employ the 14 Applicant, which this Court approved pursuant to its order entered on December 6, 2020 a15 Dkt. No. 285. On January 11, 2021, the other Debtors listed on Exhibit A filed their 16 application to employ the Applicant, which application was approved pursuant to an order17 of this Court entered on January 19, 2021 as Dkt. No. 347. 18 B. Counsel Regarding Residential Real Estate Legal Matters 19 Since being retained by the Debtors, the Applicant has been available to render 20 residential real estate advice and counsel and to represent the Debtors in any disputes with21 residential tenants at properties that the Debtors own. 22 VI. 23 CASE STATUS 24 For a discussion of the status of the Debtors’ cases, please refer to section VI of the25 Second Interim Sheppard Mullin Fee Application filed concurrently with this Application,26 which discussion is incorporated as if fully set forth herein. 27

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1 VII. 2 RETENTION AND PRIOR COMPENSATION 3 On November 25, 2020, PFI and PISF filed their application to employ the 4 Applicant, which this Court approved pursuant to its order entered on December 6, 2020 a 5 Dkt. No. 285. On January 11, 2021, the other Debtors listed on Exhibit A filed their 6 application to employ the Applicant, which application was approved pursuant to an order7 of this Court entered on January 19, 2021 as Dkt. No. 347. 8 The Applicant has not submitted any prior fee applications in the Bankruptcy Cases 9 VIII. 10 EXHIBITS 11 The Exhibits attached to this Fee Application are as follows: 12 A list of the Debtors represented by the Applicant, their petition dates, the date eac13 retained the Application, and date of the order approving such retention is attached as 14 Exhibit A. 15 A copy of the Employment Orders is attached as Exhibit B. 16 A detailed statement (the “Statement”) of the services the Applicant performed and17 the out-of-pocket expenses the Applicant incurred during the Application Period is set 18 forth on Exhibit C. The Statement sets forth the Applicant’s time and expense records as 19 kept in the ordinary course of the Applicant’s business, and contains the following 20 information: the names of each professional performing services, the description of the 21 services, and the amount of time incurred for their services. The Statement is organized in22 chronological order as required by the Guidelines. Because the Applicant only incurred 23 fees of $6,079.50 during the Application Period, the Applicant has not separated the 24 Statement by billing categories for each task or matter. Although the Statement includes 25 charges through May 2021, this Application only includes the fees and expenses incurred 26 during the Application Period ending on April 30, 2021. The services Applicant rendered 27 to the Debtors during the Application Period include the Applicant’s efforts to obtain

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1 perform work related to residential real estate matters for the Debtors. A summary of the 2 professional fees incurred by each professional performing services, the hourly rate, the 3 amount of related fees, is set forth in the Statement. The Applicant intends to file an 4 amended Statement that includes time entries in the next several days. 5 A copy of a letter to the Debtors, forwarding a copy of this Fee Application and 6 inviting discussion, questions, comments, concerns, or objections to the Fee Application, i7 attached as Exhibit D. 8 IX. 9 SUMMARY OF PROFESSIONAL SERVICES RENDERED 10 The Applicant’s attorneys spent approximately 21 hours in performing the services 11 described in this Application at an average approximate billing rate of $295.00. Exhibits A12 through C of this Fee Application provide the information required under the Guidelines. 13 Because the Applicant only incurred fees of 6,079.50.00 during the Application Period, th14 Applicant has not categorized its time records into separate Project Billing Categories. 15 The services Applicant rendered to the Debtors during the Application Period include 16 Applicant’s efforts to obtain approval of its employment from the Bankruptcy Court so 17 that the Applicant is able to perform work related to residential real estate matters for the 18 Debtors. 19 20 21 22 23 24 25 26 27

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1 X. 2 EXPENSE REIMBURSEMENT 3 The Applicant seeks expense reimbursement for costs incurred during the 4 Application Period totaling $1815.00. Detailed summaries of costs and expenses advance5 by Applicant during the Application Period are set forth in the Statement. These costs 6 include, among other things, filing and other court fees, photocopying costs, mailing and 7 postage, courier service fees, sheriff’s fees, and process server fees. Such expenses are 8 billed at the actual cost to Applicant. 9 XI. 10 CONCLUSION 11 WHEREFORE, the Applicant prays that the Court enter an order: 12 1. Granting interim allowance and approval of compensation to the Applicant 13 totaling $7,894.50 consisting of $6,079.50 in professional fees and no expenses, which 14 amounts were incurred by the Applicant during the Application Period; 15 2. Authorizing and directing the Debtors to make prompt payment to the 16 Applicant of a total of $6,678.60, which amount represents 80% of all fees requested in th17 Application and 100% of all expenses requested in the Application; and 18 3. Granting such other and further relief as the court may deem just and proper. 19 Dated: June 24, 2021 20 KIMBALL, TIREY & ST. JOHN, LLP 21 22 By DANA R. WARES 23 24 Special Counsel for Debtors 25 26 27

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1 SUBMITTED BY: 2 Dated: June 24, 2021 3 SHEPPARD MULLIN RICHTER & HAMPTON LLP 4 5 /s/ Matt Klinger By ORI KATZ 6 J. BARRETT MARUM 7 MATT KLINGER GIANNA SEGRETTI 8 Counsel for 9 Debtors 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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1 2 EXHIBIT A 3 Debtor Name Petition Retention Date of Order Date/Invol. Date Approving Applicant’ 4 Petition Filed Employment: Professional Investors Security Fund, Inc. 5 7/16/20 12/1/20 12/6/20 6 Professional Financial Investors, Inc. 7 7/26/20 12/1/20 12/6/20 8 Professional Investors Security Fund I, A 11/20/20 9 California Limited Partnership (Involuntary) 12/11/20 1/19/21 10 Professional Investors Security Fund IV, A 11/20/20 1/19/2111 California Limited Partnership (Involuntary) 12/11/20 12 Professional Investors Security Fund VII, A 11/20/20 1/19/2113 California Limited Partnership (Involuntary) 12/11/20 14 Professional Investors Security Fund IX, A 11/20/20 1/19/2115 California Limited Partnership (Involuntary) 12/11/20 16 Professional Investors Security Fund XII, A 11/20/20 1/19/2117 California Limited Partnership (Involuntary) 12/11/20 18 Professional Investors Security Fund XIII, A 11/20/20 1/19/2119 California Limited Partnership (Involuntary) 12/11/20 20 Professional Investors Security Fund XIV, A 11/20/20 1/19/2121 California Limited Partnership (Involuntary) 12/11/20 22 Professional Investors Security Fund XV, A 11/20/20 1/19/2123 California Limited Partnership (Involuntary) 12/11/20 24 Professional Investors Security Fund XVII, A 11/20/20 1/19/2125 California Limited Partnership (Involuntary) 12/11/20 26 Professional Investors Security Fund XVIII, A 11/20/20 1/19/2127 California Limited Partnership (Involuntary) 12/11/20

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1 Professional Investors 20, LLC 11/20/20 1/19/21 (Involuntary) 2 12/11/20 3 Professional Investors 21, LLC 11/20/20 1/19/21 (Involuntary) 4 12/11/20 5 Professional Investors 22, LLC 11/20/20 1/19/21 (Involuntary) 6 12/11/20 7 Professional Investors 23, LLC 11/20/20 1/19/21 (Involuntary) 8 12/11/20 9 Professional Investors 24, LLC 11/20/20 1/19/21 (Involuntary) 10 12/11/20 11 Professional Investors 25, LLC 11/20/20 1/19/21 (Involuntary) 12 12/11/20 13 Professional Investors 26, LLC 11/20/20 1/19/21 (Involuntary) 14 12/11/20 15 ProfessionalInvestors 27, LLC 11/20/20 1/19/21 (Involuntary) 16 12/11/20 17 Professional Investors 29, LLC 11/20/20 1/19/21 (Involuntary) 18 12/11/20 19 Professional Investors 30, LLC 11/20/20 1/19/21 (Involuntary) 20 12/11/20 21 Professional Investors 32, LLC 11/20/20 1/19/21 (Involuntary) 22 12/11/20 23 Professional Investors 33, LLC 11/20/20 1/19/21 (Involuntary) 24 12/11/20 25 Professional Investors 34, LLC 11/20/20 1/19/21 (Involuntary) 26 12/11/20 27 Professional Investors 35, LLC 11/20/20 1/19/21 (Involuntary)

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1 SHEPPARD, MULLIN, RICHTER & HAMPTONLLP 2 A Limited Liability Partnership Including Professional Corporations 3 ORI KATZ, Cal. Bar No. 209561 4 J. BARRETT MARUM, Cal. Bar No. 228628 5 MATT KLINGER, Cal. Bar No. 307362 6 GIANNA SEGRETTI, Cal. Bar No. 323645 Four Embarcadero Center, 17th Floor 7 San Francisco, California 94111-4109 Telephone: 415.434.9100 8 Facsimile: 415.434.3947 Email: okatz@sheppardmullin.com 9 bmarum@sheppardmullin.com mklinger@sheppardmullin.com 10 gsegretti@sheppardmullin.com 11 Counsel for Debtors 12 13 UNITED STATES BANKRUPTCY COURT 14 NORTHERN DISTRICT OF CALIFORNIA 15 SAN FRANCISCO DIVISION 16 In re Case No. 20-30604 17 PROFESSIONAL FINANCIAL (Jointly Administered with Case No. 20-18 INVESTORS, INC., a California 30579) corporation; PROFESSIONAL Chapter 11 19 INVESTORS SECURITY FUND, INC., a California corporation, 20 Debtors. APPLICATION FOR ORDER 21 AUTHORIZING EMPLOYMENT OF KIMBALL, TIREY & ST. JOHN, LLP, 22 AS SPECIAL REAL ESTATE COUNSEL TO DEBTORS 23 [No Hearing Required] 24 25 26 27

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1 The Court, having considered the Debtors Application for Order Authorizing 2 Employment of Kimball, Tirey & St, John, LLP as Special Real Estate Counsel to Debtors3 (the "Application"), filed by PFI Professiona 4 PISF Debtors on Novembe 5 25, 2020 as Docket No. 270, and the accompanying declaration in support thereof, and 6 finding that notice of the Application is sufficient under the circumstances, and good caus7 appearing therefor, 8 IT IS HEREBY ORDERED THAT: 9 1. The Application is APPROVED. 10 2. The Debtors are authorized to employ Kimball, Tirey & St. John, LLP11 KTS special residential real estate counsel under Bankruptcy Code section 327(e)12 effective as of December 1, 2020. 13 3. KTS is authorized to perform the services described in the Application, and14 compensation for such services shall be paid from estates in such amounts 15 and at such times as the Court may hereafter allow. 16 4. KTS shall be compensated as an expense of administration pursuant to17 sections 507(a) and 503(b) of the Bankruptcy Code and in accordance with sections 330 18 and 331 of the Bankruptcy Code, the applicable Bankruptcy Rules, the rules of this Court, 19 and such oth 20 Guidelines for Compensation and Expense Reimbursement of Professionals and Trustees 21 shall apply to the retention and compensation of KTS in these cases. For the avoidance of 22 doubt, K 23 5. KTS may apply to the Court not more than once every 120 days for24 compensation for services rendered or reimbursement for expenses incurred. 25 6. Notwithstanding the provisions of the Agreement Regarding Formation,26 Agreement 27 OCUC

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1 committee of limited liability company members (collectively with the OCUC and the Ad 2 Committees 3 the payment of professional fees by the Debtors, any allocation of the professional fees 4 between the Debtors and between the Debtors and their non-debtor affiliates shall be 5 subject to either (1) agreement of the parties to the Agreement, as approved by the Court o6 (2) further order of the Court upon duly noticed motion or application. The Debtors and th 7 Committees maintain their respective rights, claims, defenses and arguments with respect 8 to any such allocation. 9 ** END OF ORDER ** 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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1 COURT SERVICE LIST 2 None. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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1 SHEPPARD, MULLIN, RICHTER & HAMPTONLLP 2 A Limited Liability Partnership Including Professional Corporations 3 ORI KATZ, Cal. Bar No. 209561 4 J. BARRETT MARUM, Cal. Bar No. 228628 5 MATT KLINGER, Cal. Bar No. 307362 6 GIANNA SEGRETTI, Cal. Bar No. 323645 7 Four Embarcadero Center, 17th Floor San Francisco, California 94111-4109 8 Telephone: 415.434.9100 Facsimile: 415.434.3947 9 Email: okatz@sheppardmullin.com bmarum@sheppardmullin.com 10 mklinger@sheppardmullin.com gsegretti@sheppardmullin.com 11 Proposed Counsel for LLC/LP Debtors 12 UNITED STATES BANKRUPTCY COURT 13 NORTHERN DISTRICT OF CALIFORNIA 14 SAN FRANCISCO DIVISION 15 In re CaseNo. 20-30604 16 (Jointly Administered with Case Nos. 20- PROFESSIONAL FINANCIAL 30579,20-30908, 20-30909, 20-30910, 20-17 INVESTORS, INC., a California corporation, 30911, 20-30912, 20-30913, 20-30914,20-et al., 30915, 20-30916, 20-30917, 20-30919, 20- 18 30920, 20-30922, 20-30923, 20-30924, 20- Debtors. 30925, 20-30927, 20-30928, 20-30929, 20- 19 30930, 20-30934, 20-30935,20-30936, 20- 30937, 20-30938, 20-30939, 20-30940, 20- 20 30941, 20-30942) 21 Chapter 11 22 ORDER APPROVING LLC/LP DEBTORS EMPLOYMENT OF 23 KIMBALL, TIREY & ST. JOHN, LLP, AS SPECIAL REAL ESTATE COUNSEL 24 [No HearingRequired] 25 26 27

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1 The Court, having considered the LLC/LP Debtors Application for Order 2 Authorizing Employment of Kimball, Tirey & St, John, LLP as Special Real Estate Counse3 (the "Application"), filed by Professional Investors Security Fund I, A California Limited 4 Partnership; Professional Investors Security Fund IV, A California Limited Partnership; 5 Professional Investors Security Fund VII, A California Limited Partnership; Professional 6 Investors Security Fund IX, A California Limited Partnership; Professional Investors 7 Security Fund XII, A California Limited Partnership; Professional Investors Security Fun 8 XIII, A California Limited Partnership; Professional Investors Security Fund XIV, A 9 California Limited Partnership; Professional Investors Security Fund XV, A California 10 Limited Partnership; Professional Investors Security Fund XVII, A California Limited11 Partnership; and Professional Investors Security Fund XVIII, A California Limited 12 Partnership (collec LP Debtors Professional Investors 20, LLC; 13 Professional Investors 21, LLC; Professional Investors 22, LLC; Professional Investors 2314 LLC; Professional Investors 24, LLC; Professional Investors 25, LLC; Professional 15 Investors 26, LLC; Professional Investors 27, LLC; Professional Investors 29, LLC;16 Professional Investors 30, LLC; Professional Investors 32, LLC; Professional Investors 3317 LLC; Professional Investors 34, LLC; Professional Investors 35, LLC; Professional 18 Investors 36, LLC; Professional Investors 37, LLC; Professional Investors 40, LLC; 19 Professional Investors 41, LLC; and Professional Investors 46, LLC (collectively, the 20 LLC Debtors d together with the LP Debt LLC/LP Debtors ) on January 11,21 2021 as Docket No. 331, and the accompanying declaration in support thereof, and findin22 that notice of the Application is sufficient under the circumstances, and good cause23 appearing therefor, 24 IT IS HEREBY ORDERED THAT: 25 1. The Application is APPROVED. 26 2. The LLC/LP Debtors are authorized to employ Kimball, Tirey & St. John,27 LLP KTS special residential real estate counsel under Bankruptcy Code section

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1 3. KTS is authorized to perform the services described in the Application, and2 compensation for such services shall be paid from the LLC/LP Debtors estates in such 3 amounts and at such times as the Court may hereafter allow. 4 4. KTS shall be compensated as an expense of administration pursuant to5 sections 507(a) and 503(b) of the Bankruptcy Code and in accordance with sections 330 6 and 331 of the Bankruptcy Code, the applicable Bankruptcy Rules, the rules of this Court, 7 and such other procedures as may be fixed by further order of this Court. 8 Guidelines for Compensation and Expense Reimbursement of Professionals and Trustees 9 shall apply to the retention and compensation of KTS in these cases. For the avoidance of 10 doubt, KTS s hourly rates are not being approved under Section 328(a). 11 5. KTS may apply to the Court not more than once every 120 days for12 compensation for services rendered or reimbursement for expenses incurred. 13 6. Notwithstanding the provisions of the Agreement Regarding Formation,14 Role, and Compensation of the Ad Hoc Committees (the Agreement ) by and among the 15 Debtors, Official Committee of Unsecured Creditors (the OCUC ), ad hoc committee of 16 deed of trust noteholders (the Ad Hoc Committee of DOT Noteholders , and ad hoc17 committee of limited liability company members (collectively with the OCUC and the Ad18 Hoc Committee of DOT Noteholders, the Committees ), including provisions regarding 19 the payment of professional fees by the Debtors, any allocation of the professional fees20 between and among the Original Debtors and the LLC/LP Debtors and between and21 among the Original Debtors, the LLC/LP Debtors, and their non-debtor affiliates shall be22 subject to either (1) agreement of the parties to the Agreement, as approved by the Court o23 (2) further order of the Court upon duly noticed motion or application. The Original24 Debtors and the LLC/LP Debtors and the Committees maintain their respective rights, 25 claims, defenses and arguments with respect to any such an allocation. 26 ***END OF ORDER*** 27

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1 COURT SERVICE LIST 2 None. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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lor S. Baumann Whitney C. Heys Concord, California 94520 Steven J. Mehlman Jamie J. Ste M. Bray Matthew J. Hogan Tracey L. Merrell Wendy S ard L. Brown Shanly R. Hopkins Telephone: (925) 942-1690 Kristin D. Molloy Robert C. Y. Chiang Robert C. Keitamo Lyra Myers Patricia H in Clements III Adrienne R. Kelly Facsimile: (925) 942-1694 Rora Oh Tiffany D. icia A. Coyne Kareem M. Khalidy www.kts-law.com D. Patrick O'Laughlin Jingley M. Crawford Ted Kimball Abel Ortiz Salvinaz Turadz ica Deka Danielle T. Kussler Lisa K. Padilla Gary nel A. Di Blasi Susan E. Lamson Christopher S. Pirrone Tanya I. Valencia n N. Dover Rebecca L. Lang Jacqueline E. Prisbylla Dana R. s J. Evans Susan J. Lein June 24, 2021 Christine M. Relph David C. Willia S. Felton Laurie Li Ashley N. Rossetto Robert H. Win ecca J. Fortune Krista A. Lister Kenneth D. Schnur Serena Nadav Y. Dana R. Wares, Partner VIA EMAIL Andrew Hinkelman Chief Restructuring Officer Professional Financial Investors, Inc., et al. Andrew.Hinkelman@FTIConsulting.com Re: In re Professional Financial Investors, Inc., Chapter 11 (Bankr. N.D. Cal. 20-30604) Dear Andrew: We enclose a copy of the first interim application (the "Application") for allowance of compensation and reimbursement of expenses incurred by Kimball, Tirey & St. John, LLP as residential real estate counsel for Professional Financial Investors, Inc. and its affiliated debtors in their jointly-administered bankruptcy cases, and the declaration of Dana R. Wares in support of the Application. A debtor in possession must exercise reasonable business judgment in monitoring the fees and expenses of the estate's professionals. We invite you to discuss with us any objections, concerns or questions you may have regarding the Application. The Office of the United States Trustee will also accept your comments. The court will consider objections to the Application by any party in interest that are filed on or before July 15, 2021. The court’s hearing on the Application is scheduled for 10:00 a.m. on July 22, 2021. If you have no objections to the Application please indicate so by signing in the appropriate space below and returning a copy of this letter to my attention. Should you have any questions, objections or other concerns regarding the Application please do not hesitate to contact our office. Very truly yours, Dana R. Wares for Kimball, Tirey & St. John, LLP Enclosures

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Page 1 NO OBJECTION PROFESSIONAL FINANCIAL INVESTORS, INC., et al. By: _________________________ Andrew Hinkelman Chief Restructuring Officer SMRH:4813-1074-3023.1

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