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United States Bankruptcy Court
Southern District of Texas

ENTERED
IN THE UNITED STATES BANKRUPTCY COURT May 13, 2022
FOR THE SOUTHERN DISTRICT OF TEXAS Nathan Ochsner, Clerk
HOUSTON DIVISION

§
In re: § Chapter 11
§
NB LOFT VUE, DST, ET AL., § Case No. 21-32292
§
Debtors1. § (Jointly Administered)
§

ORDER APPROVING (I) SALE OF SUBSTANTIALLY ALL OF THE

NB LOFT VUE, DST ASSETS FREE AND CLEAR OF LIENS, CLAIMS, AND
ENCUMBRANCES; (II) ASSUMPTION AND ASSIGNMENT OF CERTAIN
EXECUTORY CONTRACTS AND UNEXPIRED LEASES IN CONNECTION WITH
SALE; (III) REJECTION (TO THE EXTENT NECESSARY) OF CERTAIN
CONTRACTS AND LEASES; AND (IV) AUTHORIZING THE TRUSTEE TO
CONSUMMATE ALL TRANSACTIONS RELATED TO THE ABOVE
(Relates to ECF 206 and 214)

This matter came before the Court on May 13, 2022 (the “Sale Hearing”) pursuant to the

Order Approving Bid Procedures for the Trustee’s Sale of Loft Vue Real Property and

Improvements [ECF 214], and the request for entry of a sale order in the Trustee’s Motion for

Entry of an Order Approving Bid Procedures and Scheduling Sale Hearing for the Sale of Loft

Vue Real Property and Improvements [the “Trustee’s Motion”, ECF 206]. After considering the

filings in support of the sale, any filings opposing the sale, the exhibits and other evidence admitted

at the Sale Hearing, and the arguments of counsel at the Sale Hearing, the Court has determined

that (i) the relief sought by the Trustee (sale of the Property to Hilmar Investments LP, approval

of the attached Purchase Agreement, assumption and assignment of specified leases and contracts,

and approval of the attached HUD-1 settlement statement) is in the best interests of NB Loft Vue,

DST (the “Debtor”), its estate, its creditors and parties in interests; and (ii) the legal and factual

bases advanced by the Trustee, the evidence presented, and the arguments of counsel at the Sale

1
The Debtors in these bankruptcy cases (the “Bankruptcy Cases”) are NB Loft Vue, DST and NB Vue Mac, DST.

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Hearing establish just cause for the relief granted herein; and after due deliberation and sufficient

cause appearing therefore,

IT IS HEREBY FOUND AND DETERMINED2:

A. The Court has jurisdiction to hear and determine the propriety of entering this Order
pursuant to 28 U.S.C. § 1334. Venue of this proceeding in this district is proper pursuant
to 28 U.S.C. § 1409. The Trustee’s Motion and Sale Hearing constitute core proceedings
pursuant to 28 U.S.C. § 157(b)(2), as well as sections 105, 363, and 365 of the Bankruptcy
Code, as supplemented by Bankruptcy Rules 2002, 6004, 6006 and 9019.

B. The Trustee provided notice of the Trustee’s Motion and Sale Hearing as set forth in the
Certificate of Service for the Trustee’s Motion filed February 1, 2022 [ECF 208] and the
Notice of rescheduled Sale Hearing [ECF 232]. Under the circumstances of this case and
pursuant to Bankruptcy Rule 2002(a)(2), such notice was proper, timely, adequate and
sufficient, and in accordance with the various provisions of the United State Bankruptcy
Code, 11 U.S.C. §§101-1530, as amended (the “Bankruptcy Code”), the Bankruptcy
Rules (including without limitation 2002, 6004, 6006 and 9019), the local rules of this
Court, and all requirements of procedural due process, and the notice provided by the
Trustee is all that was required under the circumstances. No other notice is or shall be
required.

C. Capitalized terms which are not otherwise defined in this Sale Order shall have the same
meaning as set out in the Trustee’s Motion or in the Purchase Agreement attached to this
Order (the “PSA”); provided however that “Property” as used in this Sale Order has the
same meaning as set out in the PSA.

D. The Property identified in the PSA constitutes property of the Debtor’s estate, and title
thereto is vested in the Debtor’s estate within the meaning of section 541(a) of the
Bankruptcy Code.

E. The sale of the Property to Buyer in accordance with the PSA, the assumption/assignment
of specified Leases, Service Contracts, Licenses and/or Permits (“Assumed Contracts”),
is an appropriate exercise of the Trustee’s business judgment, and is in the best interests of
the Debtor and its estate. After taking into account all factors, the PSA represents the
highest and best offer for the Property.

F. Good, sufficient, and sound business justification exists, pursuant to sections 105, 363 and
365 of the Bankruptcy Code, for the sale of the Property (including the assumption and
assignment of the Assumed Contracts) to Buyer and approval of the PSA.

G. The sale of the Property is duly authorized pursuant to sections 363(b)(l) and 363(f) of the
Bankruptcy Code and Bankruptcy Rule 6004(f). As demonstrated by (i) the testimony and
other evidence adduced at the Sale Hearing and (ii) the representations of counsel made on

2
Pursuant to Bankruptcy Rule 7052, to the extent that a provision designed herein as a finding of fact is more
properly characterized as a conclusion of law, it shall be so deemed and vice versa.

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the record at the Sale Hearing, the Trustee (via his broker) has marketed the Property and
conducted all aspects of the sale process at arms’ length, in good faith, and in compliance
with applicable law. The marketing process undertaken by the Trustee and his
professionals, agents, and other representatives with respect to the Property has been
adequate, appropriate, and reasonably calculated to maximize value for the benefit of all
stakeholders. The sale process was conducted in a diligent, non-collusive, fair, and good
faith manner. The PSA constitute the highest or otherwise best existing offer for the
Property.

H. The Trustee (i) has full requisite power and authority to execute the PSA and all
documents necessary to effectuate the sale of the Property, and the sale of the Property
to the Buyer has been duly and validly authorized by all necessary action, (ii) has all
of the power and authority necessary to consummate the sale of the Property and all
transactions contemplated by the PSA, (iii) has taken any action necessary to authorize
and approve the PSA and the consummation by the Debtor’s estate of the sale of the
Property and all transactions contemplated thereby, and (iv) require no consents or
approvals that have not been obtained, other than the Court’s entry of this Sale Order
and those expressly provided for in the PSA to consummate such transactions. Neither
the execution and delivery of the PSA nor the consummation by the Trustee of the
transactions contemplated thereby will constitute any violation or breach of or conflict
with: (a) the Certificate of Incorporation or Bylaws of Debtor; or (b) any law applicable
to the Property.

I. Approval of the PSA and consummation of the sale and related transactions provided for
in the PSA and in this Sale Order are in the best interests of the Debtor’s creditors, Debtor’s
estate, and other parties in interest.

J. Trustee has demonstrated both (i) good, sufficient, and sound business purposes and
justifications, and (ii) compelling circumstances for this Court to approve the PSA and
consummation of the sale of the Property pursuant to section 363(b) of the Bankruptcy
Code prior to and outside of a plan of reorganization.

K. The PSA was negotiated, proposed, and entered into by the Trustee and the Buyer without
collusion , in good faith, and on an arms-length basis. The proposed purchaser under the
PSA has assigned its interest in the PSA to its affiliate Hilmar Investments LLC (the
“Buyer”). The Buyer is a third party purchaser with no affiliations with the Debtor or its
estate. Neither the Trustee, the Debtor, nor the Buyer, nor any affiliate of the Buyer has
engaged in collusion or any conduct that would otherwise control or tend to control the
Purchase Price as between or among potential bidders nor in any conduct that would cause
or permit the PSA to be avoided under section 363(n) of the Bankruptcy Code or any other
applicable law.

L. The Buyer is a good-faith purchaser under section 363(m) of the Bankruptcy Code and, as
such, is entitled to all of the protections afforded thereby. Neither the Trustee, the Debtor,
nor the Buyer have engaged in any conduct that would prevent the application of section
363(m) of the Bankruptcy Code or cause the application of or implicate section 363(n) of

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the Bankruptcy Code to the PSA or to the consummation of the sale and transfer of the
Property to the Buyer.

M. The Buyer is not an “insider” of the Debtor, as that term is defined in section 101(31) of
the Bankruptcy Code.

N. The consideration provided by the Buyer for the Property pursuant to the PSA is (a) the
highest or otherwise best existing offer received by the Trustee for the Property; (b) fair
and reasonable; (c) in the best interests of the Debtor’s creditors and estate, (d) reasonably
equivalent value under the Bankruptcy Code and any Uniform Fraudulent Transfer Act,
including the Texas Uniform Fraudulent Transfer Act, (e) fair consideration under any
Uniform Fraudulent Conveyance Act, and (f) reasonably equivalent value, fair
consideration, fair salable value, and fair value under any such laws as applicable or any
other applicable laws of the United States, any state, territory, or possession thereof, or the
District of Columbia.

O. As of the Closing, pursuant and subject to the terms of the PSA, the transfer of the Property
and the sale of the Property will effect a legal, valid, enforceable, and effective transfer of
the Property and will vest the Buyer with all of the Debtor’s estate’s right, title, and interest
in the Property, free and clear of all Liens3, claims, encumbrances, and other interests
of any kind or nature whatsoever (except for the statutory lien for 2022 ad valorem taxes,
and any existing easements covering any portion of the Property).

P. The Buyer would not have entered into the PSA and would not have consummated
the sale of the Property, thus adversely affecting the Debtor, its estate, and its creditors,
if the sale of the Property to the Buyer was not free and clear of all Liens, claims,
encumbrances, and other interests of any kind or nature whatsoever (except for the
statutory lien for 2022 ad valorem taxes, and any existing easements covering any portion
of the Property).

Q. The Trustee may sell the Property free and clear of all Liens, claims, encumbrances,
and other interests of any kind or nature whatsoever (except for the statutory lien for 2022
ad valorem taxes, and any existing easements covering any portion of the Property)
because, in each case, one or more of the standards set forth in section 363(f)(l)-(5) of
the Bankruptcy Code has been satisfied. All parties in interest, including, without
limitation, any holders of Liens, claims, encumbrances, and other interests, that did
not object, or who withdrew their objection, to the sale of the Property or the Motion
have consented to the relief granted herein pursuant to section 363(f)(2) of the
Bankruptcy Code. Those holders of Liens who did object and did not withdraw
their objection (if any) fall within one or more of the other subsections of section
363(f) of the Bankruptcy Code and are adequately protected by having their Liens,
if any, attach to the Purchase Price in the order of their priority, with the same
validity, force, and effect that they now have as against such property, subject to
any claims and defenses the Trustee or Buyer may possess with respect thereto and
subject also to the Lender’s rights provided under, without limitation, the cash

3
“Lien” shall have the meaning set forth in section 101(37) of the Bankruptcy Code.

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collateral orders entered in these Bankruptcy Cases at Docket Nos. 30, 54, 179 and
189. Additionally, the provisions of Section 363(f) of the Bankruptcy Code have
been satisfied, because (i) pursuant to §363(f)(2), the Lender consents to entry of
this Sale Order subject to the indefeasible payment to Lender at Closing as follows
(the Secured Lender Payment”): (A) if paid by May 18, 2022 $13,609,712.82
($13,784,712.82 less a $175,000.00 agreed discount), or (B) if paid after May 18,
2022 $13,609,712.82, plus a per diem of $2,326,88 until paid; (ii) non-bankruptcy
law (including without limitation foreclosure law) permits the sale of the Property free
and clear under Section 363(f)(l) of the Bankruptcy Code; and (iii) the parties could be
compelled to accept money satisfaction of such interest under Section 363(f)(5).
Payment to Lender of the applicable amount specified in (A) or (B) of this paragraph
Q will constitute payment in full of all claims of Lender in this case.

R. Neither the Buyer nor any of its affiliates are successors to the Debtor or its estate by
reason of any theory of law or equity, and neither the Buyer nor any of its affiliates
shall assume or in any way be responsible for any liability or obligation of the Debtor
and/or its estate, except as otherwise expressly provided in the PSA or in this Sale
Order.

S. The sale of the Property outside of a plan of reorganization pursuant to the PSA
neither impermissibly restructures the rights of the Debtor’s creditors nor
impermissibly dictates the terms of a liquidating plan of reorganization for the
Debtor. The sale does not constitute a sub rosa chapter 11 plan.

T. Time is of the essence in consummating the sale to the Buyer. In order to maximize
the value of the sale of the Property it is essential that the sale of the Property occurs
ASAP. The Buyer is acting in good faith, pursuant to section 363(m) of the
Bankruptcy Code, in closing the transactions contemplated by the PSA at any time on
or after the entry of this Sale Order. Accordingly, there is cause to lift the stay
contemplated by Bankruptcy Rule 6004(h) .

NOW, THEREFORE, IT IS HEREBY ORDERED, ADJUDGED AND

DECREED THAT:

1. All factual findings and conclusions of law are approved and Ordered.

2. Subject to the terms of this Sale Order, the Trustee’s Motion is fully
GRANTED and any and all objections to the Trustee’s Motion that were
not withdrawn are hereby OVERRULED.

Approval of PSA

3. The PSA, including all of the terms and conditions thereof, are hereby
approved.

4. Pursuant to section 363(b) of the Bankruptcy Code, the Trustee is

authorized and directed to perform his obligations under, and comply with
the terms of, the PSA and consummate the sale of the Property and related

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transactions, pursuant to and in accordance with the terms and conditions of

the PSA and this Sale Order. The Trustee is further authorized to pay,
without further order of this Court, whether before, at, or after the Closing,
any reasonable expenses or costs that are required to be paid in order to
consummate the transactions contemplated by the PSA or perform his
obligations under the PSA. Further, the Trustee is hereby authorized and
directed to make the Secured Lender Payment to Lender in accordance with the
terms of this Sale Order. Lender’s receipt of the Secured Lender Payment shall
be in full satisfaction of all of Lender’s claims and Liens against the Debtor’s
estate and any Debtor’s estate property, and for the avoidance of doubt such
full satisfaction does not relate to any of Lender’s claims against NB Vue Mac,
DST.

5. The Trustee is authorized and directed to execute and deliver, and empowered to
perform under, consummate, and implement, the PSA, together with all additional
instruments, documents, and other agreements that may be reasonably necessary
or desirable to implement the PSA, and to take all further actions as may be
reasonably requested by the Buyer for the purpose of assigning, transferring,
granting, conveying and conferring to the Buyer or reducing to possession, the
Property and the Assumed Contracts, or as may be reasonably necessary or
appropriate to the performance of the obligations as contemplated by the PSA.

6. This Sale Order and the PSA shall be binding in all respects upon the Trustee,
Debtor and its estate, successors, and assigns, all creditors of and equity holders
in the Debtor, and any and all other parties in interest; including, without
limitation, any and all holders of Liens, claims, encumbrances, and other
interests (including holders of any rights or claims based on any putative
successor or transferee liability) of any kind or nature whatsoever in the
Property, and any successor trustee appointed in this chapter 11 case or upon a
conversion to chapter 7 under the Bankruptcy Code. The PSA and the sale of
the Property and all related transactions are not subject to rejection or avoidance
(whether through any avoidance or recovery, claim, action, or proceeding
arising under chapter 5 of the Bankruptcy Code or under any similar state or
federal Law or any other cause of action) by the Debtor, any chapter 7 or
chapter 11 trustee of the Debtor’s estate or any other person or entity. The PSA,
this Sale Order, and the Trustee’s obligations therein and herein shall not be
altered, impaired, amended, rejected, discharged, or otherwise affected by any
chapter 11 plan proposed or confirmed in these or any subsequent bankruptcy case,
any order confirming any chapter 11 plan, or any subsequent order of this Court
without the prior written consent of the Buyer. Nothing contained in any chapter
11 plan confirmed in this or any subsequent chapter 11 case or the confirmation
order confirming any such chapter 11 plan shall conflict with or derogate from the
provisions of the PSA or this Sale Order.

7. The terms of the PSA and any ancillary agreements may be waived, modified,
amended, or supplemented by the written and signed agreement of the Trustee and
the Buyer without further action of the Court; provided, however, that any such

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waiver, modification , amendment, or supplement is not material or is not adverse

to the Debtor’s estate. Any material modification, amendment, or supplementation
of the PSA or any ancillary agreements may only be enacted upon further order
from this Court.

Transfer of the Property

8. Except as expressly permitted or otherwise specifically provided by the PSA or

this Sale Order, all persons and entities (as defined in section 101(15) of the
Bankruptcy Code), including, but not limited to, all lenders, debt security holders,
equity security holders, governmental, tax, and regulatory authorities, parties to
executory contracts and unexpired leases, creditors holding Liens or claims of
any kind or nature whatsoever against or in the Debtor or any of the Property
(whether legal or equitable, secured or unsecured, matured or unmatured,
contingent or non-contingent, senior or subordinated) arising under or out of, in
connection with, or in any way relating to, the Debtor, the Property, the operation
of the Debtor’s business prior to the Closing or the transfer of the Property to the
Buyer, hereby are forever barred, estopped, and permanently enjoined from
asserting any Liens or claims of any kind or nature whatsoever against the Buyer
and its successors, designees, assigns, or property, or the Property conveyed in
accordance with the PSA.

9. The transfer of the Property to the Buyer pursuant to the PSA shall constitute a
legal, valid, and effective transfer of the Property on the Closing, and shall vest
the Buyer with all of the Debtor’s and estate’s rights, title, and interests in the
Property free and clear of all Liens, claims, encumbrances, and other interests of
any kind or nature whatsoever (except for the statutory lien for 2022 ad valorem
taxes, and any existing easements covering any portion of the Property).

10. If any person or entity that has filed financing statements, mortgages, mechanic’s
liens, Lis pendens, or other documents or agreements evidencing Liens in the
Property conveyed pursuant to the PSA and this Sale Order has not delivered to
the Trustee, prior to the Closing, in proper form for filing and executed by the
appropriate parties, termination statements, instruments of satisfaction, releases
of all Liens which the person or entity has with respect to the Property or
otherwise, then (a) the Trustee or the title company closing the sale of the
Property are hereby authorized to execute and file such statements, instruments,
releases and other documents on behalf of the person or entity with respect to
the Property, and (b) the Buyer is hereby authorized to file, register, or otherwise
record a certified copy of this Sale Order, which, once filed, registered, or
otherwise recorded, shall constitute conclusive evidence of the release of all
Liens in the Property of any kind or nature whatsoever (except for the statutory
lien for 2022 ad valorem taxes).

11. All liens on the Property (except for the statutory lien for 2022 ad valorem taxes)
shall attach to the Net Purchase Price Proceeds in the same order of priority as
existed prior to the Sale, and should be paid from the Net Purchase Price

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Proceeds as provided for in Exhibit A to this Sale Order (or in the case of any
mechanics and materialman’s lien that the Trustee is not satisfied is valid and
unavoidable, to be reserved for and escrowed in full at the title company) The
Lender shall be paid at Closing in accordance with the terms of this Sale Order.

All holders of mechanics and materialman liens shall either be paid at Closing
in the amounts set forth in Exhibit A; or in the case of any mechanics and
materialman’s lien that the Trustee is not satisfied is valid and unavoidable-
reserved for and escrowed in full at the title company).

Additional Provisions

12. This Sale Order (a) shall be effective as a determination that, upon the Closing, all
Liens, claims, encumbrances, and other interests of any kind or nature whatsoever
existing as to the Property prior to the Closing have been unconditionally released
, discharged, and terminated (except for the statutory lien for 2022 ad valorem
taxes, and any existing easements covering any portion of the Property).) and that
the conveyances described herein have been effected, and ( b) shall be binding upon
and shall govern the acts of all entities including, without limitation, all filing
agents, filing officers, title agents, title companies, recorders of mortgages,
recorders of deeds, registrars of deeds, administrative agencies, governmental
departments, secretaries of state, federal, state, foreign, and local officials , and all
other persons and entities who may be required by operation of law, the duties of
their office, or contract, to accept, file; register or otherwise record or release any
documents or instruments, or who may be required to report or insure any title or
state of title in or to, the Property.

13. The PSA has been negotiated and entered into with the Buyer at arm’s length and
in good faith and the Buyer is a good faith purchaser of the Property as that term is
used in section 363(m) of the Bankruptcy Code. The Buyer is hereby granted the
protections of a good faith purchaser under 11 U.S.C. §363(m). The consideration
provided by Buyer for the sale of the Property is fair and reasonable and the sale
may not be avoided under section 363(n) of the Bankruptcy Code.

14. Neither the Buyer nor any of its affiliates are or shall be deemed, as a result of
the consummation of the Sale contemplated herein, to: (a) be legal successors
to the Debtor or its estate by reason of any theory of law or equity, (b) have, de
facto or otherwise, merged with or into the Debtor, or (c) be an alter ego or a
mere continuation or substantial continuation or successor of the Debtor in any
respect. Except as expressly permitted or otherwise specifically provided for in
the PSA or this Sale Order, neither the Buyer nor any of its affiliates shall (i)
assume or in any way be responsible for any liability or obligation of the Debtor
and/or its estate or ( ii) have any liability or responsibility for any liability or
other obligation of the Debtor’s arising under or related to the Property or
otherwise. Without limiting the generality of the foregoing, and except as
otherwise specifically provided herein and in the PSA, the Buyer and its
affiliates shall not be liable for any claims against the Debtor or any of its

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predecessors or affiliates, and the Buyer and its affiliates shall have no
successor or vicarious liabilities of any kind or character including but not
limited to any theory of warranty, product liability, environmental, successor
or transferee liability, labor law, de facto merger, or substantial continuity,
whether known or unknown as of the Closing, now existing or hereafter arising,
whether fixed or contingent, with respect to the Debtor or any obligations of
the Debtor, including, but not limited to, liabilities on account of any taxes
arising, accruing, or payable under, out of, in connection with, or in any way
relating to the operation of the Debtor’s business prior to the Closing.

15. This Court retains jurisdiction to enforce and implement the terms and
provisions of the PSA, all amendments thereto, any waivers and consents
thereunder, and each of the agreements executed in connection therewith in all
respects, including, but not limited to, retaining jurisdiction to: (a) compel
delivery of the Property or performance of other obligations owed to the Buyer;
(b) resolve any disputes arising under or related to the PSA, except as expressly
otherwise provided therein; (c) interpret, implement, and enforce the provisions
of this Sale Order; and (d) protect the Buyer and its affiliates against (i) any
Liens against the Debtor or the Property of any kind or nature whatsoever
(except for the statutory Lien for 2022 ad valorem taxes), and (ii) any creditors
or other parties in interest regarding the turnover of any of the Property that
may be in their possession.

16. The stay of this Sale Order provided in Bankruptcy Rules 6004(h) and 6006(d)
is hereby lifted to allow for the Closing of the sale of the Property to occur
immediately or thereafter; and notwithstanding Bankruptcy Rules 6004(h) and
6006(d), this Sale Order shall be effective and enforceable immediately upon
entry and its provisions shall be self-executing. In the absence of any entity
obtaining a stay pending appeal, the Trustee and the Buyer are free to close the
Sale under the PSA and this Sale Order in accordance with its terms at any time.

17. To the extent of any conflict between the PSA and this Sale Order, the terms
and provisions of this Sale Order shall govern. The failure to specifically
reference any particular provisions of the PSA or other related documents in
this Sale Order shall not diminish or impair the effectiveness of such provisions,
it being the intent of the Court that the PSA and other related documents be
authorized and approved in their entirety.

18. The Buyer has provided adequate assurance of its future performance under
the Assumed Contracts, and the assumption and assignment of the Assumed
Contracts satisfy the requirements of sections 363, 365(b)( l) and (f) of the
Bankruptcy Code, as applicable. Effective upon the Closing, the Assumed
Contracts are assumed and assigned to the Buyer.

19. Upon assumption, the non-Debtors third parties to the Assumed Contracts are
not entitled to any cure payments or damages claims arising from the assumption
and assignment, and shall be forever barred from asserting any such claims or

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damages for pre-assumption amounts against the Debtor, the Buyer, or the
Debtor’s estate.

20. The failure specifically to include any particular provisions of the PSA or any
related agreements in this Sale Order shall not diminish or impair the
effectiveness of such provision, it being the intent of the Court that the PSA
is approved in its entirety with such amendments thereto as may be made by
the parties in accordance with this Sale Order prior to the Closing Date. The
PSA and all of their terms are incorporated herein by reference.

21. The ad valorem taxes for tax year 2022 pertaining to the Property shall become the
responsibility of the Buyer and the ad valorem tax liens of Tarrant County for the
2022 tax year are hereby expressly retained against the Property until payment is
made to fully satisfy the 2022 ad valorem taxes, and any penalties or interest
which may ultimately accrue to those 2022 taxes. As between the Buyer and
Seller, the Buyer will be credited at Closing for pro-rated 2022 ad valorem taxes
for the period January 1, 2022 through the Closing Date.

22. Nothing herein impairs the Trustee’s ability to object to any claims, and all
rights the Trustee has to any other parties are specifically preserved.

23. The provisions of this Sale Order are nonseverable and mutually dependent.
Further, any actions taken pursuant thereto shall survive entry of any order
dismissing the Debtor’s bankruptcy case.

24. This Sale Order shall be binding upon, and shall inure to the benefit of, all
creditors, equity interest holders, and parties in interest, the Parties and their
respective successor s and assigns.

25. The Court retains jurisdiction to enforce the terms of this Sale Order.

Signed: May 13, 2022

October 17, 2018
Signed:
____________________________________
MARVIN ISGUR
Marvin Isgur JUDGE
UNITED STATES BANKRUPTCY
United States Bankruptcy Judge

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EXHIBIT “A”

Liens on Loft Vue Property Other Than Statutory Lien for 2022 Ad Valorem Taxes:

Fannie Mae $13,609,712.824 as of 5/18/22,

with per diem of $2,326.88

Shipman Fire Protection, LLC $ 37,083.18

Dixie Carpet Installations, Inc. $ 20,635.52

Double D Fire, Inc. $ 2,809.90

4
Includes $175,000.00 agreed discount.

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