Notice of Hearing on Oracle America Inc.'s Application for the Allowance and Payment of Chapter 11 Administrative Expenses (Dkt. 897, Bankr. D. Del.)

Summary

Notice of hearing on Oracle America, Inc.'s application for allowance and payment of chapter 11 administrative expenses in the Vyaire Medical, Inc. case, Case No. 24-11217 (BLS), with a hearing on January 29, 2025 at 10:30 a.m. and a response deadline of January 13, 2025. In the application, Oracle asks for allowance and payment of $168,379.27, as an administrative expense for post-petition services it says it provided to the Debtors. It states that Oracle continues to provide services under the ZOLL Transition Services Agreement. The filing also includes a proposed order that would grant the application and direct payment within three business days, a certificate of service and a service list. The signature block names James E. Huggett of Margolis Edelstein.

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IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re:
VYAIRE MEDICAL, INC., et. al.,

Debtors.

)
)
)
)
)
)
)
)
)
Chapter 11
Case No. 24-11217 (BLS)
(Jointly Administered)
Hearing Date:                           1/29/25 @ 10:30 a.m. EST
Objection Date:                        1/13/25 @ 5:00 p.m. EST
Related Docket Nos.:                810

NOTICE OF HEARING ON ORACLE AMERICA INC.’S APPLICATION FOR THE
ALLOWANCE AND PAYMENT OF CHAPTER 11 ADMINISTRATIVE EXPENSES

TO ALL PARTIES ON THE ATTACHED SERVICE LIST:

PLEASE TAKE NOTICE that on December 27, 2024, Oracle America, Inc., successor
in interest to PeopleSoft, Inc., JD Edwards, and BigMachine (jointly, “Oracle”), by and through
its undersigned counsel, filed Oracle America, Inc.’s Application for the Allowance and Payment
of Chapter 11 Administrative Expenses (“Application”).
You are required to file a response to the Application, if any, on or before January 13,
2025 at 5:00 P.M. EST.  At the same time, you must also serve a copy of the response upon the
following:
James E. Huggett, Esq.
MARGOLIS EDELSTEIN, LLP
300 Delaware Avenue, Suite 800
Wilmington, Delaware 19801

-AND-

Shawn M. Christianson, Esq.
BUCHALTER, A Professional Corporation
55 Second Street, 17th Floor
San Francisco, CA 94105
PLEASE TAKE FURTHER NOTICE that a hearing on the Application will be held on
January 29, 2025 at 10:30 a.m. EST before The Honorable Brendan L. Shannon, United States
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 1 of 10

Bankruptcy Court for the District of Delaware, 824 N. Market Street, 6th Floor, Courtroom 1,
Wilmington, Delaware 19801.
IF YOU FAIL TO TIMELY FILE AN OBJECTION OR RESPONSE TO THE
APPLICATION AS SET FORTH ABOVE, THE COURT MAY ENTER AN ORDER ON
IT WITHOUT NEED FOR A HEARING.
Dated: December 27, 2024

Wilmington, Delaware

MARGOLIS EDELSTEIN

By:

/s/ James E. Huggett

James E. Huggett, Esq. (#3956)
300 Delaware Avenue, Suite 800
Wilmington, Delaware 19801
Telephone:
(302) 888-1112
E-mail:
jhuggett@margolisedelstein.com

Amish R. Doshi, Esq.
DOSHI LEGAL GROUP, P.C.
1979 Marcus Avenue, Suite 210E
Lake Success, NY 11042
Tel: (516) 622-2335
E-Mail: amish@doshilegal.com

Shawn M. Christianson, Esq.
BUCHALTER, A Professional Corporation
55 Second Street, 17th Floor
San Francisco, CA 94105
Tel : (415) -227-0900

Peggy Bruggman, Esq.
Benjamin Wheeler, Esq.
ORACLE AMERICA, INC.
500 Oracle Parkway
Redwood Shores, CA 94065

Attorneys for Oracle
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 2 of 10

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re:
VYAIRE MEDICAL, INC., et. al.,

Debtors.

)
)
)
)
)
)
)
)
)
Chapter 11
Case No. 24-11217 (BLS)
(Jointly Administered)
Hearing Date:                  1/29/25 @ 10:30 a.m. EST
Objection Date:               1/13/25  @ 5 p,m. EST
Related Docket Nos.         810

ORACLE AMERICA, INC.’S APPLICATION FOR THE ALLOWANCE
AND PAYMENT OF CHAPTER 11 ADMINISTRATIVE EXPENSES
Oracle America, Inc., successor in interest to PeopleSoft, Inc., JD Edwards, and
BigMachine (jointly, “Oracle”), a creditor and contract counter-party in the above-captioned,
jointly administered Chapter 11 cases, hereby requests allowance and payment of $168,379.27 as
an administrative expense, pursuant to sections 503(a) and (b) of the Bankruptcy Code
(“Administrative Request”), for value provided to the estate, post-petition, by Oracle to Vyaire
Medical, Inc., et al. (the “Debtors”).
1.
The Debtors filed voluntary Chapter 11 bankruptcy petitions on October June 9,
2024 (“Petition Date”).
2.
Oracle is a licensor of computer software and provides software-related products,
technical support, maintenance, educational materials, and programs, as well as cloud-based and
point of sale services, which Oracle often customizes for the customer’s specific needs. Prior to
the Petition Date, the Debtors and Oracle were parties to several such license agreements
(“Oracle Agreements”).
3.
On October 18, 2024, the Debtors filed their Plan Supplement [Dkt. No. 689]
(“Supplement”).
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 3 of 10

4.
The Supplement identified those contracts subject to the Transition Services
Agreements and included certain Oracle agreements described in the Supplement as follows:
Contract Counterparty
Debtor Entity
Contract Description
Oracle America, Inc.
Vyaire Medical, Inc.
Oracle CPQ Renewal
Contract CFT-2021-001
Oracle America, Inc.
Vyaire Medical, Inc.
Oracle Tech Support
Renewal Contract 5144264
Oracle America, Inc.
Vyaire Medical, Inc.
General
Terms
and
Conditions US-OMA-1474330
Oracle America, Inc.
Vyaire Medical, Inc.
Oracle 2017-08-01 IT
Master Service & Amend 1
Oracle America, Inc.
Vyaire Medical, Inc.
Oracle 2017-08-04 IT
Quote
5.
On November 11, 2024, the Debtors filed their Second Amended Joint Chapter 11
Plan of Reorganization of Vyaire Medical, Inc. and Its Debtor Affiliates Pursuant to Chapter 11
of the Bankruptcy Code [Dkt. No. 719] (“Plan”). On November 14, 2024, the Court entered an
Order confirming the Plan [Dkt. No. 745].
6.
On November 22, 2024, the Debtors filed the Notice of Filing of TSA Contracts
Pursuant to Second Amended Plan [Dkt No 789] (“TSA Notice”).  Attached as Exhibit 2 to the
TSA Notice is the Transition Services Agreement between the Debtors and ZOLL Medical
Corporation (“ZOLL TSA”).
7.
The ZOLL TSA became effective on October 11, 2024 (“TSA Effective Date”).
Schedule A to the ZOLL TSA identifies the transitional services to be provided and includes the
Oracle Agreements (See, Service Identifier Tech-2 and Tech-6).  The proposed termination date
for these transitional services is six (6) months from the TSA Effective Date (i.e., April 2025).
8.
On November 27, 2024, the Debtors filed their Second Amended Plan Supplement
[Dkt. No. 809] which modified the list of contracts subject to the Transition Services
Agreements. There were no changes with respect to the Oracle Agreements.
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 4 of 10

9.
On November 27, 2024, the Debtors filed their Notice of (I) Entry of
Confirmation Order, (II) Occurrence of Effective Date, and (III) Related Bar Dates [Dkt. No.
810] (“Notice of Effective Date”).
10.
Oracle submits this Administrative Request pursuant to the Notice of Effective
Date.
11.
Oracle is owed $168,379.27 for services Oracle provided to the Debtors after the
Petition Date.  Oracle continues to provide its services pursuant to the ZOLL TSA.   These post-
petition services are evidenced by true and correct redacted copies of the invoices attached
hereto as Exhibit A.
12.
Oracle asserts that it has provided tangible value to the Debtors’ estate as Debtors
have used Oracle’s services throughout this Chapter 11 case. In addition, Oracle is continuing to
provide services pursuant to the ZOLL TSA.
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 5 of 10

WHEREFORE, Oracle respectfully requests allowance and payment of an
administrative expense to Oracle in an amount of not less than $168,379.27, and reserves its right
to supplement this Administrative Request if additional unpaid administrative amounts accrue.
Dated: December 27, 2024
Wilmington, Delaware

MARGOLIS EDELSTEIN

By:

/s/ James E. Huggett

James E. Huggett, Esq. (#3956)
300 Delaware Avenue, Suite 800
Wilmington, Delaware 19801
Telephone:
(302) 888-1112
E-mail:
jhuggett@margolisedelstein.com

Amish R. Doshi, Esq.
DOSHI LEGAL GROUP, P.C.
1979 Marcus Avenue, Suite 210E
Lake Success, NY 11042
Tel: (516) 622-2335
E-Mail: amish@doshilegal.com

Shawn M. Christianson, Esq.
BUCHALTER, A PROFESSIONAL
CORPORATION
425 Market Street, Suite 2900
San Francisco, California 94105-2491
Tel: (415) 227-0900

Peggy Bruggman, Esq.
Benjamin Miller, Esq.
ORACLE AMERICA, INC.
500 Oracle Parkway
Redwood City, California 94065

Attorneys for Oracle America, Inc.
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 6 of 10

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re:
VYAIRE MEDICAL, INC., et. al.,

Debtors.

)
)
)
)
)
)
)
)
)
Chapter 11
Case No. 24-11217 (BLS)
(Jointly Administered)
Docket Nos. 810

PROPOSED ORDER
Upon consideration of the Application of Oracle America, Inc., successor in interest to
PeopleSoft, Inc., JD Edwards, and BigMachine (jointly, “Oracle”) for the Allowance and
Payment of Chapter 11 Administrative Expenses (the “Application”); and it appearing that this
Court has jurisdiction over the Application, and this matter being a core proceeding pursuant to
sections 503(a) and (b) of the Bankruptcy Code; and it appearing that appropriate notice of the
Application was provided to parties in interest, and that said notice was sufficient under the
circumstances; and the Court further determining that the legal and factual basis set forth in the
Application establish just cause for the relief granted herein;
IT IS HEREBY ORDERED, as follows:
1.
The Application is GRANTED.
2.
Oracle shall have an allowed chapter 11 administrative expense claim in the
amount of than $168,379.27, against Debtors and/or Reorganized Debtors (collectively, the
“Debtors”), jointly and severally, for post-petition services provided by Oracle through the
Effective Date.
3.
The Debtors are directed to pay Oracle the sum of no less than $168,379.27, in
good funds, within three (3) business days of the entry of this Order.
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 7 of 10

4.
All parties’ rights are reserved for additional amounts due after the filing date of
the Application.
5.
The Court retains jurisdiction with respect to all matters relating to this Order.
6.
The Order is binding on the Parties and any successors.

Dated: _____________, 2024

  ____________________________________
HON. BRENDAN L. SHANNON
UNITED STATES BANKRUPTCY JUDGE
DISTRICT OF DELAWARE
Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 8 of 10

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re:
VYAIRE MEDICAL, INC., et. al.,

Debtors.

)
)
)
)
)
)
)
)
)
Chapter 11
Case No. 24-11217 (BLS)
(Jointly Administered)

CERTIFICATE OF SERVICE
I, James E. Huggett, hereby certify that on December 27, 2024, I served a copy of Oracle
America, Inc.’s Application For the Allowance And Payment Of Chapter 11 Administrative
Expenses, Notice of Motion, and Proposed Order on the parties listed on the attached Service
List via electronic mail, where available.
_/s/ James E. Huggett________
James E. Huggett (#3956)

Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 9 of 10

SERVICE LIST

BY ECF

Patrick J. Reilley, Esq.
Michael E. Fitzpatrick, Esq
Jack M. Dougherty, Esq.
COLE SCHOTZ, P.C.
500 Delaware Avenue, Suite 1410
Wilmington, Delaware 19801
Benjamin A. Hackman, Esq.
UNITED STATES TRUSTEE
844 King Street, Suite 2207, Lockbox 35,
Wilmington, Delaware 19801

BY REGULAR MAIL

Joshua A. Sussberg, Esq.
Chris Ceresa, Esq.
KIRKLAND & ELLIS, LLP
601 Lexington Ave
New York, New York 10022
Michael D. Sirota, Esq.
COLE SCHOTZ, P.C.
Court Plaza North, 25 Main Street
Hackensack, New Jersey 07601
Spencer A. Winters, Esq.
Yusuf U. Salloum, Esq.
Rebecca Marston, Esq.
KIRKLAND & ELLIS, LLP
333 West Wolf Point Plaza
Chicago, Illinois 60654

Case 24-11217-BLS    Doc 897    Filed 12/27/24    Page 10 of 10

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