Memorandum

MEMORANDUM

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To: Betty Paismore

From: Eidan Havas & Joel Coward

Subject: Review of consultation conducted with Mr. Barry Fisher

Date: March 5th, 2007_____________________________________________

An interview was conducted with Mr. Fisher by my colleague and I, to facilitate matters of concern that had been identified in his previous correspondence with Ms. Betty Paismore.

Preparation

We had concluded that there were four main legal issues as well as some non-legal issues that needed to be addressed and explored in order to provide our client with adequate and concise counsel.

The legal issues identified were:

1. The potential existence of a partnership?

2. Issues of Liability in regards to the partnership, the loan taken out by Mr. Fisher and also concerns of future legal action.

3. If a partnership is established, does Mr. Fisher want it dissolved and procedures for termination and possible breaches, if any of the partnership.

Other