In re:

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE
Chapter 11
ORIGINAL
ALLIED SYSTEMS HOLDINGS, INC., et aL,
1
Case No. 12-11564 (CSS)
Debtors.
(Jointly Administered)
Re: Docket No. 74
INTERIM ORDER AUTHORIZING, BUT NOT DIRECTING, THE DEBTORS
TO PAY CERTAIN PREPETITION CLAIMS OF CRITICAL
VENDORS AND GRANTING CERTAIN OTHER RELIEF
This matter is before the Court on the motion of Allied Systems Holdings, Inc. and
certain ("Allied Holdings") and its U.S. and Canadian subsidiaries (collectively, the "Debtors")
for an order, pursuant to 11 U.S.C. 105(a) and 363 authorizing them to pay certain prepetition
claims of Critical Vendors' and granting certain other relief (the "Motion").
The Court has considered the Motion, the Declaration of Scott D. Macaulay in Support of
Chapter 11 Petitions and First Day Motions, and the matters reflected in the record of the hearing
held on the Motion. It appears that the Court has jurisdiction over this proceeding pursuant to
28 U.S.C. 157 and 1334; that this is a core proceeding pursuant to 28 U.S.C. 157(b)(2); that
the Debtors have provided appropriate notice of the Motion and the opportunity for a hearing on
the Motion under the circumstances and that no further notice is necessary; and that the relief
The Debtors in these cases, along with the federal tax identification number (or Canadian business number
where applicable) for each of the Debtors, are: Allied Systems Holdings, Inc. (58-0360550); Allied Automotive
Group, Inc. (58-2201081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (90-
0169283); Allied Systems, Ltd. (L.P.) (58-1710028); Axis Areta, LLC (45-5215545); Axis Canada Company
(87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-0436930); CT Services, Inc. (38-
2918187); Cordin Transport LLC (38-1985795); F.J. Boutell Driveaway LLC (38-0365100); GACS Incorporated
(58-1944786); Logistic Systems, LLC (45-4241751); Logistic Technology, LLC (45-4242057); QAT, Inc. (59-
2876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (91-
0847582). The location of the Debtors' corporate headquarters and the Debtors' address for service of process is
2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345.
2
Capitalized terms used herein but not otherwise defines shall have the meanings ascribed to them in the
Motion.
RLFI 6090430v. I
sought in the motion is in the best interests of the Debtors, their estates, and their creditors; and
that good and sufficient cause exists for such relief.
Accordingly, it is hereby ORDERED as follows:
1. The Motion is GRANTED as set forth herein on an interim basis.
2.
In addition, a Final Hearing with respect to the Motion shall be held on
lz..., 2012 at l\_: prevailing Eastern Time. Any objections or
responses to the Motion shall be filed on or before , _k, 2012, and served on
parties in interest as required by the Local Rules.
3. The Debtors are authorized, but not directed, in the reasonable exercise of their
business judgment, to pay all or part of, on a case-by-case basis, the Critical Vendor Claims in an
aggregate amount not to exceed $500,000 during the interim period from the date of this Order
until the date that a Final Order is entered in this matter[ ts /tppiOved But1get as ma,.-be

an tended fiefll tim8 tQ titne v tth the consent of the Agest lM\Ser tire rJifl Faci1.ity.
4. Nothing herein shall impair the Debtors' ability to contest, without prejudice, in
their sole discretion, the validity and amounts of any claim obligations owed to the Critical
Vendors.
5. In accordance with this Order and any other order of this Court, each of the
financial institutions at which the Debtors maintain their accounts relating to the prepetition or
postpetition obligations are authorized to honor checks presented for payment and all fund
transfer requests made by the Debtors related to such obligations to the extent that sufficient
funds are on deposit in such accounts.
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RLFl 6090430v. l
6. The Debtors are authorized to issue postpetition checks or to make additional
electronic payment requests with respect to payment of a Critical Vend or Claim in the event
prepetition checks or electronic payment requests are dishonored or rejected.
7. The requirements set forth in Bankruptcy Rule 6003(b) are satisfied.
8. The requirements set forth in Bankruptcy Rule 6004(a) and the Local Bankruptcy
Rules are satisfied by the contents of the Motion.
9. Notwithstanding Bankruptcy Rule 6004(h) the terms and conditions of this Order
shall be immediately effective and enforceable upon its entry.
I 0. The Debtors are authorized to take all actions necessary to effectuate the relief
granted pursuant to this Order in accordance with the Motion.
II. This Court shall retain jurisdiction to interpret and enforce this Order.
Dated: June _!t;b2012
Wilmington, Delaware
RLFI 6090430v. I
THE HONO BLE CHRISTOPHER S. SONTCHI
UNITED STATES BANKRUPTCY JUDGE
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