IN THE UNITED STATES BANKRUPTCY COURT
FOR THE NORTHERN DISTRICT OF GEORGIA
ATLANTA DIVISION
IN RE:
)
CHAPTER 11
)
Dot MD, LLC, )
CASE NO. 01 -67106
)
)
JUDGE BIHARY
)
Debtor. )
________________________
ORDER ON TRUSTEE'S MOTION FOR APPROVAL OF COMPROMISE AND SETTLEMENT
BETWEEN MORTON P. LEVINE, CHAPTER 11 TRUSTEE
FOR THE ESTATE OF DOT MD, LLC AND MoldData PURSUANT TO BANKRUPTCY RULE 9019 PLUS
THE SALE OF CERTAIN ASSETS OF DOT
MD, LLC TO MoldData PURSUANT TO 11 U.S.C. §363
FREE AND CLEAR OF ALL LIENS, ENCUMBRANCES, CLAIMS AND
INTERESTS WITH SUCH LIENS, ENCUMBRANCES, CLAIMS AND
INTERESTS, IF VALID, TO ATTACH TO SALE PROCEEDS
On January 22, 2003 the "Motion for Approval of Compromise
and Settlement Between Morton P. Levine, Chapter 11 Trustee for the Estate of
Dot MD, LLC, and MoldData Pursuant to Bankruptcy Rule 9019 Including Sale of
Certain Assets of Dot MD, LLC to MoldData Pursuant to 11 U.S.C. §363 Free and
Clear of all Liens, Encumbrances, Claims and Interests with Such Liens,
Encumbrances, Claims and Interests, if Valid, to Attach to Sale Proceeds" came
regularly before the Court for hearing following lawful notice to all creditors
and parties in interests. Having conducted such hearing and upon the
consideration of the evidence presented and presentation of counsel and for the
reasons set forth by the Court on the record pursuant to Bankruptcy Rule 9014
incorporating Bankruptcy Rule 7052, it is hereby
ORDERED that the objection filed by Leonard M. Ross Revocable
Trust (the "Trust") and the objection of Robert Silliman, as Chapter 7 Trustee
of Dot MD Inc. Chapter 7 Bankruptcy Case No. 01-67025 (the "Inc. Trustee"), be
and hereby are
deemed withdrawn, with such withdrawal being subject to (i) an express
reservation of rights by both the Trust and the Inc. Trustee to assert claims
against any monies paid to the Trustee by MoldData pursuant to the settlement
and compromise as approved herein; (ii) the agreement of the LLC Trustee to
identify to the Trust and the Inc. Trustee the assets and customers to be sold
to MoldData herein; and (iii) without prejudice to any claims which the Trust,
the Inc. Trustee and/or the Bankruptcy Estate of Dot MD, Inc. may have against
the Bankruptcy Estate of Dot MD, LLC.
ORDERED that the objection(s) filed by Frank Weyer be and
hereby is denied except as otherwise provided herein. Having reviewed the
Trustee's Motion and evidence presented in open Court, and having been fully
advised thereon, including without limitation (1) the probability of success in
the event these matters were litigated; (2) the difficulties, if any, to be
encountered in the matter of collection; (3) the complexity of the litigation
involved, and the expense, inconvenience and delay necessarily attending it; (4)
the Trustee's testimony that the assets being sold to MoldData are Assets in
which Dot MD, LLC has an interest; (5) the paramount interest of the creditors
and a proper deference to their reasonable views in the premises, the Court
finds that approval of the compromise and settlement is in the best interests of
the Estate, the Debtor, the Creditors and equity security holders. Accordingly,
it is hereby
ORDERED that the Trustee's Motion be and hereby is granted
and the terms and conditions of the agreement by and between the Trustee and
MoldData attached to the Trustee's Motion on file with this Court are approved,
MoldData having agreed to honor all contracts between the Trustee/estate and
subscribers which were entered into in the ordinary course of business (the
Agreement).
ORDERED that the Trustee and MoldData are hereby authorized to take any and all steps necessary to consummate the Agreement as herein approved.
Subject to the terms and conditions of the Agreement, the Trustee is hereby authorized to sign all papers deemed necessary and take all appropriate action to effect the following and it is ORDERED
The above-described transfer of rights, property and operations shall be free
and clear of all liens, encumbrances, claims and interests with all such liens,
encumbrances, claims and interests, if valid, to attach to monies paid by
MoldData to the Trustee. Provided, however, that nothing contained in this Order
shall impair or prejudice rights and claims or interests, of third parties to
the trademark "Dot MD". Provided further that nothing contained in this Order
shall impair or prejudice the rights of third parties, including but not limited
to the Leonard M. Ross Revocable Trust, the Inc. Trustee and/or Frank Weyer to
assert liens, encumbrances, claims or interest, if valid, in and to any monies
paid by MoldData to the Trustee pursuant to the Agreement as approved herein.
This Order shall not have res judicata or preclusive effect against any party in
any proceeding to determine
the extent, validity or priority of liens, encumbrances, claims or interests
which attach to the sales proceeds.
The attorney for the Trustee personally shall serve this Order by first class mail to: RCI c/o Thomas Paty Stamps, Esq., Law Offices of Thomas Paty Stamps, 7715 Jett Ferry Road, Atlanta, Georgia 30350; any Official Committee of Unsecured Creditors of Dot MD, Inc. and Dot MD, LLC; all creditors of Dot MD, Inc. and Dot MD, LLC; the U.S. Trustee; the Internal Revenue Service; all parties requesting notice; all equity security holders of Dot MD, Inc. and Dot MD, LLC; and parties claiming an interest in the Assets. The attorney for the Trustee shall promptly file a Certificate of Service under penalty of perjury, evidencing such service.
IT IS SO ORDERED AND NOTICE IS HEREBY GIVEN at Atlanta, Georgia
This 11 day of February, 2003
JUDGE JOYCE BIHARY
UNITED STATES BANKRUPTCY
PRESENTED BY:
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Stephen H. Block, Esq.
Georgia Bar No. 063750
LEVINE & BLOCK
945 East Paces Ferry Road, #2270
Atlanta, Georgia 30326
Attorneys for the Chapter 11 Trustee