Opinion
No. 399-02649, Jointly Administered
February 21, 2003
Paul G. Jennings, Beth A. Dunning, BASS, BERRY SIMS PLC, Nashville, TN, and, John Wm. Butler, Jr., George N. Panagakis, SKADDEN, ARPS, SLATE, MEAGHER, FLOM (ILLINOIS), Chicago, IL, Attorneys for Debtors and Debtors-in-Possession.
Yolanda M. Humphrey, Perdue, Brandon, Fielder, Collins Mott, Houston, TX, Attorney for the Climants.
AGREED ORDER RESOLVING CERTAIN TEXAS TAX CLAIMS
Upon the Omnibus Objection (Docket No. 7527) (the "Objection"), filed by Service Merchandise Company, Inc. ("Service Merchandise") and 31 of its affiliates (the "Affiliate Debtors"), debtors and debtors-in-possession in the above-captioned cases (Service Merchandise and the Affiliate Debtors collectively, the "Debtors"), to certain claims (the "Claims") filed by certain Texas Taxing Authorities and identified on Exhibit A hereto (the "Claimants"); and the responses to the Objection (the "Responses") filed by the Claimants; and the Debtors and the Claimants having agreed, as signified by the signatures of counsel below, to a resolution of the disputes related to the Claims on the terms set forth in this Agreed Order; and the Court being otherwise sufficiently advised, it is hereby
Capitalized terms used, but not defined, herein, shall have the meanings ascribed them in the Objection.
ORDERED, ADJUDGED AND DECREED:
1. The Claims shall be and hereby are ALLOWED in the amounts identified as the "Allowed Amount" in the final column of Exhibit A hereto (the "Allowed Amounts") against Service Merchandise Company, Inc. in Case No. 399-02649, which amounts shall remain fully secured by the proceeds from the sale of the Debtors' interests in the real property located in the Claimants' taxing jurisdictions.
2. Pursuant to the authority in that certain Order Granting The Debtors Discretionary Authority (A) To Pay Certain Oversecured Tax Claims That Are Accruing Allowable Postpetition Interest And/Or Penalties And (B) To Compromise And Settle Disputes Related To Such Tax Claims, entered by this Court on April 5, 2000 (Docket No. 2565), the Debtors shall pay the Allowed Amounts within 10 days of entry of this Order.
3. The Claims shall be and hereby are DISALLOWED to the extent they exceed the Allowed Amounts.
4. The automatic stay imposed by 11 U.S.C. § 362 (a) remains in effect with respect to any and all actions to collect or enforce the claims allowed in this Order and/or any other claims against the Debtors or against the assets of the Debtors or any affiliate or insider of the Debtors.
5. The Claimants shall have no other claims, whether secured, unsecured, priority or otherwise, against the Debtors or their estates for the tax periods identified in the proofs of claim listed on Exhibit A. Upon payment of the Allowed Amounts by the Debtors, each of the claims will be deemed paid and will no longer constitute a valid claim in these cases.Taxing Authority No. Amounts
Proof of Claim Allowed Alief ISD 1399 $28,368.56 Brazoria County (PP) 107 $13,042.98 Clear Creek ISD 1400 $9,557.36 1379 Spring Branch ISD 1388 $24,266.61 Woodlands Road Util. 4842 $6,631.01 City of Sugarland 3295 $1,746.69 Woodlands Metro MUD 3277 $5,969.46 Richardson ISD 4828 $22,266.99 Arlington ISD 1341 $9,784.14