REVISED - Vyaire - COC -CS Retention App
- Date
- 2024-07-25
Summary
Exhibit 2, a blackline, filed July 25, 2024 as Doc 317-2 in the jointly administered Chapter 11 cases of Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), in the U.S. Bankruptcy Court for the District of Delaware. It shows a revised proposed order authorizing the Debtors to retain and employ Cole Schotz P.C. as Delaware co-counsel effective as of the petition date under section 327(a) of the Bankruptcy Code. The order would require Cole Schotz to apply for compensation under sections 330 and 331, hold its retainer as security until fees are awarded by final order, and give ten business days' notice before any rate increase. It also provides that the order governs over any inconsistency with the application and that the Court retains jurisdiction over its enforcement. The docket number line is blank.
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Full text
Case 24-11217-BLS Doc 317-2 Filed 07/25/24 Page 1 of 4
Exhibit 2
Blackline
Case 24-11217-BLS Doc 317-2 Filed 07/25/24 Page 2 of 4
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
)
In re: ) Chapter 11
)
VYAIRE MEDICAL, INC., et al.,1 ) Case No. 24-11217 (BLS)
)
Debtors. ) (Jointly Administered)
)
) Re: Docket No. ____
ORDER AUTHORIZING THE
RETENTION AND EMPLOYMENT OF COLE SCHOTZ P.C. AS DELAWARE
CO-COUNSEL FOR THE DEBTORS EFFECTIVE AS OF THE PETITION DATE
Upon consideration of the Debtors’ Application for Entry of an Order Authorizing the
Retention and Employment of Cole Schotz P.C. as Delaware Co-Counsel for the Debtors
Effective as of the Petition Date (the “Application”);2 and the Court having reviewed the
Application, the Reilley Declaration and the Bibb Declaration submitted in support thereof; and
the Court being satisfied, based on the representations made in the Application and the Reilley
Declaration, that Cole Schotz is a “disinterested person” as defined in section 101(14) of the
Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code and does not hold or
represent an interest adverse to the Debtors’ estates; and the United States District Court for the
District of Delaware having jurisdiction to consider this Application under 28 U.S.C. § 1334,
which was referred to this Court under 28 U.S.C. § 157 and the Amended Standing Order of
Reference from the United States District Court for the District of Delaware, dated February 29,
1
The last four digits of Debtor Vyaire Medical, Inc.’s federal tax identification number are 6495. A complete list
of each of the Debtors in these chapter 11 cases and each such Debtor’s federal tax identification number may
be obtained on the website of the Debtors’ claims and noticing agent at https://omniagentsolutions.com/Vyaire.
The location of Debtor Vyaire Medical, Inc.’s principal place of business and the Debtors’ service address in
these chapter 11 cases is 26125 North Riverwoods Boulevard, Mettawa, Illinois, USA 60045.
2
Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the
Application.
67421/0001-48163353v167421/0001-48163353
Case 24-11217-BLS Doc 317-2 Filed 07/25/24 Page 3 of 4
2012; and the matter being a core proceeding within the meaning of 28 U.S.C. § 157(b)(2); and
the Court being able to issue a final order consistent with Article III of the United States
Constitution; and venue of this proceeding and the Application being proper pursuant to 28
U.S.C. §§ 1408 and 1409; and due and sufficient notice of the Application having been given
under the particular circumstances; and it appearing that no other or further notice is necessary;
and after due deliberation thereon; and good and sufficient cause appearing therefor; it is
HEREBY ORDERED THAT:
1. The Application is GRANTED as set forth herein.
2. The Debtors are authorized to retain and employ Cole Schotz as their Delaware
co-counsel in these Chapter 11 Cases effective as of the Petition Date pursuant to section 327(a)
of the Bankruptcy Code in accordance with the terms and conditions set forth in the Application.
3. Cole Schotz shall apply for compensation earned for professional services
rendered and reimbursement of expenses incurred in connection with these Chapter 11 Cases in
compliance with sections 330 and 331 of the Bankruptcy Code and the applicable provisions of
the Bankruptcy Rules, the Local Rules and any other applicable procedures and orders of the
Court.
4. The Retainer shall be held by Cole Schotz as security throughout the bankruptcy
cases until Cole Schotz’s fees and expenses are awarded by final order and payable to Cole
Schotz.
5. Cole Schotz shall make a reasonable effort (taking into account the particular
facts and circumstances of these Chapter 11 Cases) to comply with the U.S. Trustee’s requests
for information and additional disclosures as set forth in the Guidelines for Reviewing
Applications for Compensation and Reimbursement of Expenses filed under 11 U.S.C. § 330 by
2
67421/0001-48163353v167421/0001-48163353
Case 24-11217-BLS Doc 317-2 Filed 07/25/24 Page 4 of 4
Attorneys in Larger Chapter 11 Cases Effective as of November 1, 2013 (the “Revised UST
Guidelines”) in connection with any interim or final fee applications to be filed by Cole Schotz
in these Chapter 11 Cases.
6. Consistent with the Revised UST Guidelines, Cole Schotz shall provide ten (10)
business days’ notice to the Debtors, the U.S. Trustee and counsel for the Official Committee of
Unsecured Creditors before any increases in the rates set forth in the Application are
implemented and shall file such notice with the Court. The U.S. Trustee retains all rights to
object to any rate increase on all grounds, including the reasonableness standard set forth in
section 330 of the Bankruptcy Code, and the Court retains the right to review any rate increase
pursuant to section 330 of the Bankruptcy Code.
7. The Debtors and Cole Schotz are authorized to take all actions necessary to
effectuate the relief granted pursuant to this Order in accordance with the Application.
8. To the extent that there may be any inconsistency among the terms of the
Application, the Reilley Declaration and this Order, the provisions of this Order shall govern.
9. The terms and conditions of this Order shall be immediately effective and
enforceable upon its entry.
10. The Court shall retain exclusive jurisdiction with respect to all matters arising
from or related to the implementation, interpretation and enforcement of this Order.
3
67421/0001-48163353v167421/0001-48163353
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- gov.uscourts.deb.193283.317.2.pdf
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- 151,905 bytes
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- 74f46ac164be7d0a4c5d2671d7be717dc51491a40ad1d515062840b99ab5d992
- Original
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