Docket #4567 Date Filed: 2/4/2010

IN THE UNITED STATES BANKRUPTCY COIJRT FOR THE DISTRICT OF DELAWARE In re: MERVYN'S HOLDINGS, LLC,et al.,r
Debtors.

)
)
)

Chapter

11

) )

Case No. 08-11586 (KG)

Jointly Administered
Related to Docket No. 2264

ORDER APPROVING STIPULATION FOR ALLOWAIICE AI\D PAYMENT OF ADMINISTRATIYE EXPENSE CLAIM OF LIQUIDITY SOLUTIONS, INC. ORANSFEREE OF ADESSO MADDEN.INC.)

AND NOW, upon consideration of the Stipulation attached hereto

cause appearing for the approval thereof,

as

Exhibit A, and good

it is hereby:

ORDERED, that the Stipulation is APPROVED; and it is turther ORDERED, the Court shall retain jurisdiction over the implementation and enforcement of the Stipulation and this Order.

o*"*M,2oro
Wilmington, Delaware
t

THE

t The Debtors in these cases, along with the last four digits of their federal tax identification numbers, are Mervlm's Holdings, LLC (3405), Mervyn's LLC (4456) and Mervyn's Brands, LLC (8850).
DBt/&359943.1

RLFI 3534936v.1

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EXHIBIT A

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RLFI 3534936v.1

IN THE TJII-ITED STATES BAIIKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In

re:
Debtors.

)
) )

Chapter

11

MERVYN'S HOLDINGS, LLC, et al,r

)
)
)

Case No. 08-11586 (KG)

Jointly Administered
Related to Docket No.2264

STIPULATION FOR ALLOWAI\CE AIYD PAYMENT OF ADMINISTRATIYE EXPENSE CLAIM OF LIQUIDITY SOLUTIONS,INC. ORANSFEREE OF ADESSO MADDEN.INC.)
Liquidity Solutions, Inc. ("Liquidity''),
as transferee

of Adesso Madden, Inc. ("Adesso"),

and the above-captioned debtors and debtors in possession (the "Debtors") hereby stipulate as

follows:

RECITALS

A. B.

On or after July 29,2008 (the "Petition Date"), Adesso provided the Debtors with

goods for which Adesso asserts it is due a commission in the amount of $96,485.00. On or about January 8,2009, Adesso filed a motion for payment of administrative

expenses [Docket

No. 1738], as amended by Adesso's

amended motion

for payment of of
such

administrative expenses [Docket No. 2264], seeking, ilmong other things, payment
amount (the "Motion").

C. D. E.
^

On or about January 21,2009, Adesso timely filed a proof of claim (Claim No.

6282) seeking, among other things, payment of such amount (the "Claim").

On or about October 30, 2009, Adesso transferred the Claim in the amount of

$96,485.00 to Liquidity [Docket No. 4203]. The Debtors and Liquidity IIEREBY STIPULATE AND AGREE as follows:

The Debtors in these cases, along with the last four digits of their federal tax identification numbers, are Mervyn's Holdings, LLC (3405), Mervyn's LLC (4456) and Mervyn's Brands, LLC (8850).

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RLFI 3534936v.1

AGREEMENT

l. 2. 3.

The Recitals are true and correct and are incorporated herein by reference.

This Stipulation is subject to Bankruptcy Court approval and shall be of no force

and effect unless and

until approved by the Bankruptcy Court.

In full resolution of the Claim and the Motion, Liquidity (as transferee of Adesso)

shall be allowed an administrative expense claim against Mervyn's LLC pursuant to I $$ 503(bX1) and 507(a)(2) in the amount of $96,485.00 (the "Allowed Adrninistrati

U.S.C.

Claim"), which Allowed Administrative Expense Claim shall not be subject to further reduction,
offset, setoff, reclassification or disallowance pursuant to 1l U.S.C. $ 502(d) or otherwise.

4.

Payment of the Allowed Administrative Expense Claim shall be paid as follows:

11 plan, the Debtors make payments to

(i) in the event that, prior to confirmation of any chapter

any creditors on account of any administrative expenses pursuant

to

11 U.S.C. $ 503(bX1)

arising from goods delivered on or after the Petition Date, Liquidity shall be entitled to receive

payment on similar terms on account

of the Allowed

Administrative Expense Claim at

Liquidity's option or (ii) in the event that, prior to confirmation of any chapter 11 plan, the
Debtors do not make payments to any creditors on account of administrative expenses pursuant

to 11 U.S.C. $ 503(b)(1) arising from

accordance

goods delivered to the Debtors, or in the event that in

payment,

with clause (i) of this paragraph Liquidity declines to receive earlier

Liquidity shall be entitled to payment on account of the Allowed Administrative Expense Claim

in

accordance with the terms of the chapter

1l plan ultimately

confirmed in these chapter I I

cases and on the effective date of such plan.

5.

This Stipulation shall be binding upon

(i)

any liquidating trustee; plan

administrator; distribution agent and/or any other responsible person appointed pursuant to any

DBv&359943.1 RLFI 3534936v.1

chapter I I plan confirmed in these cases;

(ii) any chapter 11 trustee appointed in

these cases

and/or (iii) any chapter 7 trustee appointed or elected in these cases.

(No.2732) Christopher M. Samis (No. 4909) L. Katherine Good (No. 5l0l) RICHARDS, LAYTON & FINGE& P.A.
One Rodney Square 920 North King Street

Wilmington, Delaware 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 Email: collins@rlf.com defranceschi@rlf.com samis@lf.com good@rlf.com
and

Liquidity Solutions, Inc., as tansferee Adesso Madden,Inc. One University Plaza, Suite 312 Hackensack, NJ 07601 Telephone: (201) 968-0001 xl26 Facsimile: (201 ) 968-001 0 Email: nschoenfeld@liquiditysolutions. com
Counsel to Liquidity Solutions, Inc.

of

Howard S. Beltzer Wendy S. Walker MORGAN, LEWIS & BOCKIUS LLP 101 Park Avenue New York, New York 10178-0060 Telephone: (212) 309-6000 Facsimile: (212) 309-6001 Email : hbeltzer@morganlewis.com wwalker@morganlewis. com

Attorneysfor the Debtors and Debtors in Possession

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