Docket #4572 Date Filed: 2/4/2010

IN THE UMTED STATES BAIIKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

fn re:
MERVYN'S HOLDINGS, LLC,
Debtors.
et

) 4,t )
) )

Chapter

11

Case No. 08-11586

(KG)

Jointly Administered

,rt ?sc-r
ORDER APPROVING STIPULATION FOR ALLOWAI\CE AI\D PAYMENT OF ADMINISTRATIYE EXPENSE CLAIM OF ASM CAPITAL III, L.P. ffRANSF'EREE OF SEVEN APPAREL GROUP 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.

our"fuoro w@e

' 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 (8s50).
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EXHIBIT A

DBI/6371s326.1

RLFI 3534184v.1

IN THE UNITED STATES BAIIKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In

re: Debtors.

) g!,t )
) )
)

Chapter 1l
Case No. 08-11586

MER\rYTVS HOLDINGS, LLC,et

(KG)

Jointly Administered

STIPULATION FOR ALLOWAI\CE AND PAYMENT OF ADMINISTRATIVE EXPENSE CLAIM OF ASM CAPITAL III, L.P. ORANSFEREE OF SEVEN APPAREL GROUP INC.)
ASM Capital III, L.P. ("ASM"),
as transferee

of Seven Apparel Group Inc. ("Seven") and

as

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

RECITALS

A. B. C. D. 1. 2.

On or after July 29,2008, Seven provided the Debtors with goods in the aggregate

gross amount of $154,814.40.

On or about January 26, 2009, Seven timely filed a proof of claim (Claim No.

6132) seeking, among other things, payment of such amount.

On or about Jttly 17, 2009, Severi transferred Claim No. 6132 in the amount of

$154,814.40 to ASM [Docket No. 3790]. The Debtors and ASM HEREBY STIPULATE AND AGREE as follows:

AGREEMENT
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 t

until approved by the Bankruptcy Court.

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 (g950).
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RLFI 3534184v.1

3.
account

ASM (as transferee of Seven) shall be allowed an administrative expense claim on

against Mervyn's LLC pursuant

of Claim No.6132

to 11 U.S.C. $$ 503OXl)

and

507(a)(2) in the amount

of $149,300.00 (the "Allowed Administrative Expense Claim"). The

Allowed Administrative Expense Claim shall not be subject to further reduction, offset, setoff,
reclassification or disallowance pursuant to 11 U.S.C. $ 502(d) or otherwise.

4.

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

(i) in the event that, prior to conlirmation of any chapter I I plan, the Debtors make payments to
any creditors on account of any administrative expenses pursuant

to

11 U.S.C. $ 503(b)(1)

arising from goods delivered on or after the Petition Date, ASM shall be entitled to receive
payment on similar terms on account of the Allowed Administrative Expense Claim at ASM'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(bxl) arising from goods delivered to the Debtors, or in the event that in accordance with
clause

(i) of this paragraph ASM declines to receive earlier payment, ASM shall be entitled to

payment on account of the Allowed Administrative Expense Claim in accordance with the terms

of the chapter 11 plan ultimately confirmed in these chapter 11 cases and on the effective date of
such plan.

5.
chapter
and/or

This Stipulation shall be binding upon

(i)

any liquidating trustee; plan

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

1l plan confirmed in these cases; (ii)

any chapter 11 trustee appointed in these cases

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

DBl/6371s326.1 RLF1 3534184v.1

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