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Full title: Motion to Pay Employee Wages Motion of the Debtor for the Entry of Interim and Final Orders (I) Authorizing the Debtor to (A) Pay Certain Prepetition Wages and Compensation, (B) Maintain and Continue Employee Benefit Programs, and (C) Pay Reimbursable Expense Obligations, and (II) Authorizing Banks to Honor and Process Checks and Transfers Related to Such Employee Obligations Filed By Adara Enterprises Corp. (Gellert, Ronald) (Entered: 04/22/2021)

Document posted on Apr 21, 2021 in the bankruptcy, 31 pages and 0 tables.

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As of the Petition Date, although the Debtor is not currently aware of any outstanding amounts due, certain of the Debtor’s prepetition obligations to its Employees or other third parties on account of wages and compensation (collectively, the “Prepetition Workforce Obligations”), may remain unpaid or not yet provided because, among other things: (a) checks or fund transfers previously issued on account of these employee obligations may not have been presented for payment or may not have cleared the banking system, (b) amounts related to prepetition services, while accrued in whole or in part, had not yet become due and payable by the Debtor, and (c) amounts deducted from Employee paychecks were not then due to be paid over to the intended recipient or account, including withholdings from Employees’ paychecks on account of various federal, state or local incomes, state disability, unemployment and other taxes for remittance to the appropriate federal, state or local taxing authority.The Debtor also requests that the Orders: (a) authorize the Banks, when requested by the Debtor, to receive, process, honor, and pay any and all checks, drafts, and other forms of payment, including fund transfers (collectively, the “Payments”), on account of Prepetition Workforce Obligations, whether such Payments were submitted before, on, or after the Petition Date, provided that sufficient funds are on deposit in the applicable accounts to cover such Payments; (b) authorize the Banks to rely on any directions and representations of the Debtor as to which Payments are subject to this Motion, provided that any such Bank shall not have any liability to any party for relying on such directions or representations by the Debtor; (c) provide that the Banks shall, at the direction of the Debtor, receive, process, honor, and pay all prepetition and postpetition Payments on account of the Prepetition Workforce Obligations that have not been honored and paid as of the Petition Date, provided that sufficient funds are on deposit in the applicable accounts to cover such Payments and that any such Bank shall not have any liability to any party for relying on such direction by the Debtor; (d) authorize, but not direct, the Debtor to issue new postpetition checks or effect new postpetition fund transfers or other new postpetition While the Debtor is currently unaware of any outstanding prepetition Reimbursable Expense Obligations, to avoid harming Employees who incurred the Reimbursable Expense Obligations, the Debtor requests authority, but not direction, to satisfy all prepetition Reimbursable Expense Obligations to the extent Employees have paid for such expenses directly from their own funds or are otherwise personally liable for such expenses.Authorizing Banks to Honor and Process Checks and Transfers Related to Such Employee Obligations (the “Motion”)2 filed by the above-captioned debtor (the “Debtor”) for entry of an interim order (this “Interim Order”), (i) au

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 ADARA ENTERPRISES CORP.,1 Case No. 21-10736 (JKS) Debtor. MOTION OF THE DEBTOR FOR ENTRY OF INTERIM AND FINAL ORDERS (I) AUTHORIZING THE DEBTOR TO (A) PAY CERTAIN PREPETITION WAGES AND COMPENSATION, (B) MAINTAIN AND CONTINUE EMPLOYEE BENEFIT PROGRAMS, AND (C) PAY REIMBURSABLE EXPENSE OBLIGATIONS, AND (II) AUTHORIZING AND DIRECTING BANKS TO HONOR AND PROCESS CHECKS AND TRANSFERS RELATED TO SUCH EMPLOYEE OBLIGATIONS Adara Enterprises Corp. (the “Debtor”), by and through its proposed undersigned counsel, Loeb & Loeb LLP and Gellert Scali Busenkell & Brown, LLC, hereby submits this motion (the “Motion”) for entry of interim and final orders, substantially in the forms attached hereto as Exhibit A and Exhibit B, respectively, (i) authorizing the Debtor to (a) pay certain prepetition wages and compensation, (b) maintain and continue employee benefit programs, and (c) pay reimbursable expense obligations, and (ii) authorize and direct Banks to honor and process checks and transfers related to such employee obligations. In support of this Motion, the Debtor relies upon, and incorporates by reference, the Declaration of Daniel Strauss in Support of Chapter 11 Filing and First Day Pleadings (the “First Day Declaration”),2 filed contemporaneously with this Motion. In further support of this Motion, the Debtor respectfully states as follows: 1 The last four digits of the Debtor’s federal tax identification number are 8502. The Debtor’s address is 411 E 57th Street Suite 1-A, New York, New York 10022. 2 Capitalized terms used but not otherwise defined in this Motion shall have the meanings ascribed to them in the First Day Declaration.

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INTRODUCTION 1. The Debtor makes this Motion to ensure that there is no interruption in the payment of costs and expenses relating to its employees, including for wages, salaries, compensation, benefits, or reimbursable expenses. Other than amounts owing to the Debtor’s parent, GlassBridge Enterprises, Inc. (“GlassBridge”), which the Debtor does not seek authority to pay, and amounts for accrued personal time off (“PTO”), the Debtor does not believe that there are any prepetition amounts outstanding on account of these expenses. Nevertheless, the Debtor submits this Motion out of an abundance of caution to ensure its smooth transition into chapter 11. JURISDICTION AND VENUE 2. The United States Bankruptcy Court for the District of Delaware (this “Court”) has jurisdiction over this chapter 11 case (this “Chapter 11 Case”), the Debtor, property of the Debtor’s estate and this matter under 28 U.S.C. §§ 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated February 29, 2012. This is a core proceeding within the meaning of 28 U.S.C. § 157(b)(2). 3. Pursuant to rule 9013-1(f) of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware (the “Local Rules”), the Debtor consents to the entry of a final judgment or order with respect to this Motion if it is determined that this Court, absent consent of the parties, cannot enter final orders or judgments consistent with Article III of the United States Constitution. 4. Venue of this Chapter 11 Case in this district is proper under 28 U.S.C. §§ 1408 and 1409. 5. The statutory bases for the relief requested in this Motion are sections 363(b)(1), 363(c)(1), 507(a), 1107 and 1108 of title 11 of the United States Code (the “Bankruptcy Code”),

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Rules 4001, 6003, and 6004 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and Local Rule 9013-1(m). BACKGROUND 6. On the date hereof (the “Petition Date”), the Debtor filed with this Court a voluntary petition for relief under chapter 11 of the Bankruptcy Code, commencing the Chapter 11 Case. 7. The Debtor continues to be in possession of its assets and to operate its business and manage its properties as a debtor in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. As of the date hereof, no trustee, examiner, or official committee of unsecured creditors has been appointed in the Debtor’s Chapter 11 Case. 8. Over the course of the last few months, the Debtor has entered into arm’s-length negotiations with key stakeholders, which negotiations resulted in the entry into a restructuring support agreement (“RSA”) among (1) the Debtor, (2) ESW Holdings, Inc. (“ESW”), the Debtor’s secured lender, (3) ESW Capital, LLC, the Debtor’s preferred equity holder, and (4) GlassBridge, the Debtor’s common equity holder. Pursuant to the RSA, the Debtor intends to implement the restructuring transactions set forth in the Prepackaged Plan of Reorganization Under Chapter 11 of the Bankruptcy Code for Adara Enterprises Corp. (the “Plan”), filed contemporaneously herewith. 9. Additional factual background regarding the Debtor, including its business operations, capital and debt structures and the events leading to the filing of this Chapter 11 Case, is set forth in detail in the First Day Declaration, which is fully incorporated into this Motion by reference.

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RELIEF REQUESTED 10. By this Motion, the Debtor seeks to eliminate any personal hardship to its employees as a result of the filing of this Chapter 11 Case and to minimize the disruption to the Debtor’s efforts to reorganize. As of the Petition Date, although the Debtor is not currently aware of any outstanding amounts due, certain of the Debtor’s prepetition obligations to its Employees or other third parties on account of wages and compensation (collectively, the “Prepetition Workforce Obligations”), may remain unpaid or not yet provided because, among other things: (a) checks or fund transfers previously issued on account of these employee obligations may not have been presented for payment or may not have cleared the banking system, (b) amounts related to prepetition services, while accrued in whole or in part, had not yet become due and payable by the Debtor, and (c) amounts deducted from Employee paychecks were not then due to be paid over to the intended recipient or account, including withholdings from Employees’ paychecks on account of various federal, state or local incomes, state disability, unemployment and other taxes for remittance to the appropriate federal, state or local taxing authority. 11. By this Motion, the Debtor seeks authority, but not direction, to pay or provide as they become due all Prepetition Workforce Obligations and the related administrative fees that have already accrued, to the extent any exist, subject to the priority payment cap of $13,650 per Employee as set forth in section 507(a)(4) of the Bankruptcy Code. While the Debtor does not request authority to pay prepetition amounts due on account of Employee Benefits Programs (as defined below), with the exception of PTO up to the priority cap of $13,650 per Employee, the Debtor does request confirmation of its right to continue to perform its obligations with respect to the Employee Benefit Programs. Finally the Debtor seeks authority, but not direction, to pay Reimbursable Expense Obligations (as defined below), to the extent any are owed.

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12. The Debtor further requests that the Court: (a) authorize and direct all applicable banks and other financial institutions, including Signature Bank where the Debtor maintains its checking account, (collectively, the “Banks”) to receive, process, honor, and pay all of the Debtor’s prepetition checks and fund transfers on account of any of the Prepetition Workforce Obligations; (b) prohibit the Banks from placing any holds on, or attempting to reverse, any automatic transfers to any account of an Employee or other party for Prepetition Workforce Obligations; and (c) authorize the Debtor to issue new postpetition checks or effect new postpetition fund transfers on account of the Prepetition Workforce Obligations to replace any prepetition checks or fund transfer requests that may be dishonored or rejected. 13. The Debtor also requests that the Orders: (a) authorize the Banks, when requested by the Debtor, to receive, process, honor, and pay any and all checks, drafts, and other forms of payment, including fund transfers (collectively, the “Payments”), on account of Prepetition Workforce Obligations, whether such Payments were submitted before, on, or after the Petition Date, provided that sufficient funds are on deposit in the applicable accounts to cover such Payments; (b) authorize the Banks to rely on any directions and representations of the Debtor as to which Payments are subject to this Motion, provided that any such Bank shall not have any liability to any party for relying on such directions or representations by the Debtor; (c) provide that the Banks shall, at the direction of the Debtor, receive, process, honor, and pay all prepetition and postpetition Payments on account of the Prepetition Workforce Obligations that have not been honored and paid as of the Petition Date, provided that sufficient funds are on deposit in the applicable accounts to cover such Payments and that any such Bank shall not have any liability to any party for relying on such direction by the Debtor; (d) authorize, but not direct, the Debtor to issue new postpetition checks or effect new postpetition fund transfers or other new postpetition

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Payments to replace any checks, drafts, and other forms of payment, including fund transfers, that may be inadvertently dishonored or rejected; and (e) authorize, but not direct, the Debtor to continue in its ordinary course to make payments on the Prepetition Workforce Obligations during the Debtor’s Chapter 11 Case. THE DEBTOR’S WORKFORCE, COMPENSATION, AND BENEFITS I. The Debtor’s Workforce 14. As of the Petition Date, the Debtor has four (4) full time salaried employees (the “Salaried Employees”) and one (1) as-needed employee (the “As-Needed Employee” and with the Salaried Employees, the “Employees”). GlassBridge and the Debtor’s Employees overlap, with each of GlassBridge and the Debtor compensating the Employees for the work completed for each respective entity. The Debtor pays approximately $56,000 monthly in salary, benefits, payroll tax and other fees. The Employees will be central to guiding the Debtor through its restructuring and will be instrumental in helping the Debtor to exit bankruptcy in a timely manner. 15. The Employees’ knowledge and understanding with respect to the Debtor’s history and operations, and their work in furtherance of the Debtor’s restructuring efforts, are essential to maintaining the Debtor’s business during this Chapter 11 Case and ensuring that the Debtor can achieve confirmation of the Plan. Moreover, just as the Debtor depends on the Employees to operate its business, those individuals also depend on the Debtor to meet their basic living necessities. Accordingly, as set forth herein, the Debtor seeks authority, but not direction, to pay any pre-petition amounts outstanding, if any, up to the statutory cap of $13,650 to each Employee. II. Prepetition Wages, Salaries, and Other Compensation Employee Compensation 16. In the ordinary course of business, the Debtor pays its Salaried Employees on a monthly basis, two weeks in arrears and two weeks in advance. Salaried Employees are paid on

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the fourteenth day of each month. The Debtor’s first postpetition scheduled payroll date for the Salaried Employees is May 14, 2021, which will compensate the Salaried Employees for postpetition services only. 17. In connection with the wages and salaries paid to its Employees, the Debtor is required by law to withhold from its Employees’ paychecks certain amounts for federal, state, and local income taxes and other payments, employee benefits, employee programs, and unemployment insurance (collectively, the “Withholding Taxes and Obligations”) and to remit the withheld amounts to the appropriate taxing and other governmental authorities in the United States and all other applicable jurisdictions (collectively, the “Authorities”). 18. The Debtor utilizes the services of ADP, LLC (“ADP”), a third-party payroll administrator, to process its payroll to Salaried Employees. The Debtor remits a lump sum payment into a specified ADP account, which ADP then uses to fund payroll and to remit the Withholding Taxes and Obligations directly to the appropriate Authorities for Salaried Employees. The Debtor pays $133.45 to ADP for each payroll it processes. The Debtor seeks authority to continue to administer and process its Salaried Employee payroll through ADP and to pay ADP the amounts owed. As of the Petition Date, the Debtor does not believe it owes any amounts to ADP. 19. The Debtor’s As-Needed Employee is paid every other week in advance directly by GlassBridge through its payroll processor. The Debtor then repays GlassBridge for the amount advanced. Through its payroll processor, GlassBridge withholds and remits Withholding Taxes and Obligations to the appropriate Authorities for the Debtor’s As-Needed Employee. The Debtor currently owes GlassBridge $72,187.50 on account of its As-Needed Employee’s compensation or Withholding Taxes and Obligations, but does not seek authority to pay that amount by this

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Motion. Instead, the Debtor seeks authority to pay the As-Needed Employee through GlassBridge postpetition. Employee Benefit Programs 20. In the ordinary course of business, GlassBridge maintains on behalf of itself and certain of its affiliates, including the Debtor, various employee benefit plans and policies, including, without limitation, a medical plan, dental plan, vision plan, life insurance plan, and short term and long term disability plan (collectively, the “Salaried Employee Benefit Programs”) as described in greater detail below. GlassBridge then charges Adara for the applicable portion of the premiums and Adara repays GlassBridge on a monthly basis, generally by accruing an intercompany receivable in favor of GlassBridge. Salaried Employees are eligible for all company sponsored benefits. (a) Health Plans. The Debtor’s medical, dental and vision insurance plans, (collectively, the “Health Plans”), are provided by the insurance companies United Healthcare Oxford Freedom (“Oxford”) and Guardian. GlassBridge and the Debtor share the cost of the Salaried Employee’s Health Plans and, together, pay 100% of the Salaried Employee’s and his or her dependents’ Health Plans premiums. The Debtor estimates that its share of the Health Plans cost approximately $6,000 per month. (b) Life, AD&D, Short-Term and Long-Term Disability Insurance. Through GlassBridge, the Debtor provides basic life insurance and accidental death and dismemberment (“AD&D”) insurance, short term and long term disability programs. Each of these programs are provided by Guardian. GlassBridge and the Debtor share the costs of these benefits and together pay 100% of the Salaried Employees’ premium associated with these programs. The Debtor estimates that its share of these programs cost less than $2,000 per year. (c) PTO. Together, the Debtor and GlassBridge provide Salaried Employees with either three or four weeks of PTO per 12-month period, which accrues ratably per each monthly pay period by taking the Employee’s total PTO days for the year times 8 hours, divided by 12 months, and then multiplying by the Employee’s hourly rate. The hourly rate is an Employee’s annual salary divided by 2080 hours. The Debtor intends to honor its prepetition PTO policy. As of the Petition Date, the Debtor estimates that it owes approximately $58,904 in accrued, prepetition PTO.

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21. The Debtor owes GlassBridge approximately $53,097 for the Debtor’s share of payments to Oxford as well as approximately $4,646 for the Debtor’s share of payments to Guardian on account of Salaried Employee Benefit Programs. By this Motion, the Debtor does not seek to pay GlassBridge for any prepetition amounts paid to Oxford or Guardian on the Debtor’s behalf. 22. The Debtor’s As-Needed Employee pays for her medical, dental and vision insurance plans directly and the Debtor and GlassBridge repay the As-Needed Employee quarterly for each of their share of the costs of the premiums (the “As-Needed Employee Benefit Program” and with the Salaried Employee Benefit Programs, the “Employee Benefit Programs”). As of the Petition Date, the Debtor owes GlassBridge approximately $14,091 on account of the As-Needed Employee Benefit Program. By this Motion, the Debtor does not seek to pay GlassBridge for any prepetition amounts paid by it to the As-Needed Employee on account of the As-Needed Employee Benefit Program, but does seek to authority to pay for the As-Needed Employee Benefit Program through GlassBridge postpetition. 23. After the Petition Date, subject to the Debtor’s discretion regarding the modification or discontinuation of such programs, the Debtor seeks authority to continue to provide and administer the Salaried Employee Benefit Programs for the Salaried Employees and to pay to GlassBridge the Debtor’s allocable share of these expenses. The Debtor further seeks authority to continue to repay the As-Needed Employee quarterly for her expenses towards the As-Needed Employee Benefit Program. Further, the Debtor will offer COBRA insurance for the Employees to cover certain periods should any such Employees have a covered termination.

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C. Reimbursable Expense Obligations 24. Prior to the Petition Date, in the ordinary course of business, the Debtor reimbursed certain Employees for reasonable and legitimate expenses incurred on behalf of the Debtor in the scope of the Employee’s employment (“Reimbursable Expense Obligations”). Reimbursable Expense Obligations typically include expenses for, among other things, travel, mileage, food, beverage, cell phone and certain other business and travel related expenses. All such expenses are incurred with the applicable Employee’s understanding that he or she will be reimbursed by the Debtor in accordance with the Debtor’s reimbursement policy, as described in more detail below. In all cases, reimbursement is contingent on the Debtor’s determination that the charges are for legitimate business expenses. 25. The Reimbursable Expense Obligations are ordinary course expenses that the Debtor’s Employees incur in performing their job functions. It is essential to the continued operation of the Debtor’s business that the Debtor be permitted to continue reimbursing, or making direct payments on behalf of, Employees for such expenses. Employees incur the Reimbursable Expense Obligations as business expenses on the Debtor’s behalf and with the understanding that they would be reimbursed. While the Debtor is currently unaware of any outstanding prepetition Reimbursable Expense Obligations, to avoid harming Employees who incurred the Reimbursable Expense Obligations, the Debtor requests authority, but not direction, to satisfy all prepetition Reimbursable Expense Obligations to the extent Employees have paid for such expenses directly from their own funds or are otherwise personally liable for such expenses. The Debtor also seeks authority to continue its reimbursement policy, and to satisfy any prepetition amounts due in connection therewith, in the ordinary course of business during the administration of this Chapter 11 Case.

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BASIS FOR RELIEF REQUESTED I. The Proposed Payments are Accorded Priority Under Section 507 of the Bankruptcy Code. 26. Sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code require that certain claims for prepetition wages, salaries, commissions, vacation, sick leave, and employee benefit contributions be accorded priority in payment in an amount not to exceed $13,650 for each employee (to the extent such amounts accrued within 180 days of the Petition Date). The Debtor does not believe that any of the Employees are owed amounts for accrued and unpaid prepetition wages or salaries, including outstanding and uncashed payroll checks, in excess of the statutory caps of Bankruptcy Code sections 507(a)(4) and 507(a)(5). Granting the relief requested is consistent with the Bankruptcy Code’s purpose in ensuring employees are paid in full on account of the priority status of their claims, up to the statutorily imposed limit. Indeed, the Debtor submits that payment of unpaid obligations to Employees up to the statutory cap will enhance value for the benefit of all stakeholders because it will help ensure that the Employees will continue to provide vital services to the Debtor at this critical juncture. Additionally, under the Plan, all administrative claims will be paid in full so this relief merely changes the timing (from the Effective Date to near the Petition Date) not amount of payment. Accordingly, the Debtor submits that no prejudice to creditors or other parties in interest would result from granting the relief requested herein. II. Payment of the Withholding Taxes and Obligations is Appropriate Under Section 541 of the Bankruptcy Code. 27. The Debtor also seeks authority to pay Withholding Taxes and Obligations to the appropriate Authorities. These amounts principally represent Employee earnings that governments, Employees, and judicial authorities have designated for deduction from Employees’ paychecks. Indeed, certain deductions may not be property of the Debtor’s estate because they have been withheld from Employees’ paychecks on another party’s behalf. See 11 U.S.C.

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§ 541(b); Begier v. IRS, 496 U.S. 53, 59 (1990) (holding that taxes such as excise taxes, FICA taxes, and withholding taxes are property held by the debtor in trust for another and, as such, do not constitute property of the estate); City of Farrell v. Sharon Steel Corp. (In re Sharon Steel Corp.), 41 F.3d 92, 98–103 (3d Cir. 1994) (finding that funds withheld from employees’ paychecks may be subject to a trust, and thus are not property of a debtor’s estate, even where such funds were commingled with the debtor’s other property). Accordingly, such funds are not available for general distribution to a debtor’s creditors. 28. Further, federal and state laws require the Debtor and its officers to make certain tax payments that have been withheld from its Employees’ paychecks. See 26 U.S.C. § 6672 and 7501(a); see also City of Farrell v. Sharon Steel Corp., 41 F.3d 92, 95–97 (3d Cir. 1994) (finding that state law requiring a corporate debtor to withhold city income tax from its employees’ wages created a trust relationship between debtor and the city for payment of withheld income taxes). 29. Because the Withholding Taxes and Obligations are not property of the Debtor’s estate, the Debtor requests that the Court authorize it to transmit the deductions and payroll taxes to the proper Authorities. III. The Proposed Payments and Continuation of the Employee Benefit Programs and Expense Reimbursements are Appropriate Under Sections 105(a), 363(b), 1107(a), and 1108 of the Bankruptcy Code. A. Valid Business Justification Under Section 363(b) of the Bankruptcy Code 30. Under section 363(b) of the Bankruptcy Code, after notice and a hearing, a bankruptcy court may authorize a chapter 11 debtor to use property of the estate other than in the ordinary course of business. Under the same section, a court should authorize non-ordinary course business transactions where the debtor has articulated a valid business justification for the requested use of estate assets. See In re Ionosphere Clubs, Inc., 98 B.R. 174, 175 (Bankr. S.D.N.Y. 1989) (authority to pay prepetition wages) (section 363(b) gives the court “broad flexibility” to

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make payments outside of ordinary course of business as long as the debtor articulates a business justification); In re Cont’l Air Lines, Inc., 780 F.2d 1223, 1226 (5th Cir. 1986) (“[T]here must be some articulated business justification for using, selling, or leasing the property outside the ordinary course of business.”). 31. The payment of the Prepetition Workforce Obligations, to the extent any exist, serves the sound business purpose of alleviating any hardship on the Debtor’s Employees resulting from the filing of this Chapter 11 Case and issues associated with the restructuring of the business. Further, in the sound exercise of the Debtor’s business judgment, the maintenance and continuation of the Employee Benefit Programs, including payment of PTO up to the statutory cap, and payment of Reimbursable Expense Obligations provides necessary incentive for the Employees to ensure that the Debtor’s restructuring is accomplished and the Plan is confirmed. Absent such benefits, it is possible that there would be disruption to the Debtor’s restructuring to the detriment of all stakeholders. B. Sound Exercise of the Debtor’s Fiduciary Duties 32. The Debtor, as debtor in possession under sections 1107(a) and 1108 of the Bankruptcy Code, is a fiduciary “holding the bankruptcy estate and operating the business for the benefit of its creditors and (if the value justifies) equity owners.” In re CoServ, L.L.C., 273 B.R. 487, 497 (Bankr. N.D. Tex. 2002). Implicit in the duties of a chapter 11 debtor in possession is the duty “to protect and preserve the estate, including an operating business’s going-concern value.” Id. Courts have noted that there are instances in which a debtor in possession can fulfill its fiduciary duty “only by the preplan satisfaction of a prepetition claim.” Id. The CoServ court specifically noted that preplan satisfaction of prepetition claims would be a valid exercise of a debtor’s fiduciary duty when the payment “is the only means to effect a substantial enhancement

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of the estate.” Id. The court provided a three-pronged test for determining whether a preplan payment on account of a prepetition claim was a valid exercise of a debtor’s fiduciary duty: First, it must be critical that the debtor deal with the claimant. Second, unless it deals with the claimant, the debtor risks the probability of harm, or, alternatively, loss of economic advantage to the estate or the debtor’s going concern value, which is disproportionate to the amount of the claimant’s prepetition claim. Third, there is no practical or legal alternative by which the debtor can deal with the claimant other than by payment of the claim. Id. at 498. 33. Payment of the Prepetition Workforce Obligations, to the extent any are outstanding, meets each element of the CoServ court’s standard. As described above, the Employees likely maintain priority claims against the Debtor for the Prepetition Workforce Obligations. In addition, any failure by the Debtor to pay the Prepetition Workforce Obligations would cause hardship on the Debtor’s Employees. 34. With respect to the Employees, the Debtor has examined other options short of payment of the Prepetition Workforce Obligations and has determined that resorting to other legal alternatives is impractical and unnecessary since the Plan projects not only payment of all claims, but also a significant recovery for the Debtor’s common equity. Therefore, the most efficient way for the Debtor to meet its fiduciary duties as debtor in possession under sections 1107(a) and 1108 of the Bankruptcy Code is by payment of outstanding Prepetition Workforce Obligations, if any. 35. Accordingly, for the foregoing reasons, the Debtor submits that cause exists for granting the relief requested herein. IV. Cause Exists to Authorize the Debtor’s Financial Institutions to Honor Electronic Fund Transfers. 36. The Debtor also requests that all applicable banks and other financial institutions be authorized, when requested by the Debtor in its sole discretion, to receive, process, honor, and

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pay any and all Payments made by the Debtor related to the Prepetition Workforce Obligations, so long as sufficient funds are available in the applicable accounts to make the Payments. 37. Under the Debtor’s existing cash management system, the Debtor represents that wire and other electronic bank transfer requests can be readily identified as relating to an authorized payment made on account of Prepetition Workforce Obligations. Accordingly, the Debtor believes that unauthorized wire and electronic bank transfer requests will not be honored inadvertently and that all applicable financial institutions may rely on the representations of the Debtor as to which wire or electronic bank transfers are made and authorized to be paid in accordance with this Motion without any duty of further inquiry and without liability for following the Debtor’s instructions. THE DEBTOR SATISFIES THE REQUIREMENTS OF BANKRUPTCY RULE 6003(b) 38. Bankruptcy Rule 6003(b) provides that “[e]xcept to the extent that relief is necessary to avoid immediate and irreparable harm, the court shall not, within 21 days after the filing of the petition, issue an order granting . . . (b) a motion to use, sell, lease, or otherwise incur an obligation regarding property of the estate, including a motion to pay all or part of a claim that arose before the filing of the petition . . . .” Immediate and irreparable harm exists where the absence of relief would significantly disrupt a debtor’s business and operations, thereby challenging a debtor’s ability to resolve a bankruptcy case in an orderly manner. See, e.g., In re Genco Shipping & Trading Ltd., 509 B.R. 455, 469 (Bankr. S.D.N.Y. 2014). Specifically, without authority to pay Prepetition Workforce Obligations, to the extent any have not yet been fully processed, the Debtor faces the possibility that certain Employees may be required to go without pay for more than a month at a time when the Debtor requires the services of each of its Employees to achieve expedient confirmation of the Plan. Based on the foregoing, the Debtor submits that the relief requested in this Motion is necessary to avoid immediate and irreparable harm, and

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therefore, the Debtor satisfies the requirements under Bankruptcy Rule 6003 for the payment of pre-petition claims, to the extent any exist. For the reasons discussed herein, the relief requested is necessary in order for the Debtor to effectuate the contemplated restructuring and to maximize the value of the estate. Accordingly, the Debtor submits that it has satisfied the “immediate and irreparable harm” standard of Bankruptcy Rule 6003 to support granting the relief requested herein. REQUEST FOR WAIVER OF BANKRUPTCY RULE 6004(a) AND 6004(h) 39. For the successful implementation of the foregoing, the Debtor seeks a waiver of the notice requirements under Bankruptcy Rule 6004(a) and the fourteen day stay of an order authorizing the use, sale or lease of property under Bankruptcy Rule 6004(h). As set forth above and in the First Day Declaration, the relief requested in this Motion is necessary to avoid immediate and irreparable harm to the Debtor. The Debtor submits that ample cause exists to justify the waiver of the notice requirements under Bankruptcy Rule 6004(a) and the fourteen day stay imposed by Bankruptcy Rule 6004(h), to the extent both apply. RESERVATION OF RIGHTS 40. The Debtor reserves all rights. Without limiting the generality of the foregoing, nothing contained herein is or should be construed as: (i) an admission as to the validity, extent, perfection, priority, allowability, or enforceability of any claim or any security interest which purportedly secures such claim; (ii) a waiver of the Debtor’s or any appropriate party in interest’s rights to dispute the amount of, basis for, or validity of any claim against the Debtor; (iii) a promise to pay any claim; (iv) a waiver of any claims or causes of action which may exist against any creditor or interest holder; (v) an assumption or rejection of any executory contract or unexpired lease pursuant to section 365 of the Bankruptcy Code, and nothing herein otherwise affects the Debtor’s rights under section 365 of the Bankruptcy Code to assume or reject any executory

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contract or unexpired lease with any party subject to this Motion; (vi) granting third-party beneficiary status or bestowing any additional rights on any third party; or (vii) being otherwise enforceable by any third party. Further, and without limiting the generality of the foregoing (i) the Debtor expressly reserves all of its rights to contest any obligations specific to the motion and claims related thereto, and (ii) if the Court grants the relief sought herein, any payment made pursuant to the Court’s order is not and should not be construed as an admission as to the validity of any obligations specific to the motion or claims related thereto or as a waiver of the Debtor’s rights to dispute such obligations specific to the motion or claims related thereto. NOTICE 41. Notice of this Motion will be provided to: (i) the Office of the United States Trustee for the District of Delaware; (ii) the United States Attorney for the District of Delaware; (iii) the parties included on the Debtor’s list of twenty (20) largest unsecured creditors; (iv) the Internal Revenue Service; (v) Signature Bank; (vi) the Securities and Exchange Commission; (vii) counsel for ESW Holdings, Inc.; (viii) counsel for Glassbridge Enterprises, Inc.; (ix) ADP; (x) Guardian; (xi) United Healthcare Oxford Freedom; and (xii) any other party in interest entitled to notice of this Motion. As this Motion is seeking “first day” relief, notice of this Motion and any order entered in connection with this Motion will be served on all parties required by Local Rule 9013-1(m). Due to the urgency of the circumstances surrounding this Motion and the nature of the relief in it, the Debtor respectfully submits that no further notice of this Motion is required.

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WHEREFORE, the Debtor respectfully requests that this Court (i) enter interim and final orders, substantially in the form attached hereto as Exhibit A and Exhibit B, respectively, granting the relief requested in this Motion, and (ii) grant such other and further relief as this Court may deem just and proper. Dated: April 22, 2021 Wilmington, Delaware Respectfully submitted, GELLERT SCALI BUSENKELL & BROWN LLC /s/ Ronald S. Gellert Ronald Gellert (DE 4259) 1201 N. Orange Street, Suite 300 Wilmington, Delaware 19801 Telephone: (302) 425-5800 Facsimile: (302) 425-5814 Email: rgellert@sgbblaw.com – and – LOEB & LOEB LLP Daniel B. Besikof (pro hac vice pending) Bethany D. Simmons (pro hac vice pending) 345 Park Avenue New York, New York 10154 Telephone: (212) 407-4000 Facsimile: (646) 417-6335 Email: dbesikof@loeb.com; bsimmons@loeb.com Proposed Counsel to the Debtor and Debtor in Possession

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EXHIBIT A Proposed Interim Order

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 ADARA ENTERPRISES CORP.,1 Case No. 21-10736 (JKS) Debtor. Re: D.I. ___ INTERIM ORDER (I) AUTHORIZING THE DEBTOR TO (A) PAY CERTAIN PREPETITION WAGES AND COMPENSATION, (B) MAINTAIN AND CONTINUE EMPLOYEE BENEFIT PROGRAMS, AND (C) PAY REIMBURSABLE EXPENSE OBLIGATIONS, AND (II) AUTHORIZING AND DIRECTING BANKS TO HONOR AND PROCESS CHECKS AND TRANSFERS RELATED TO SUCH EMPLOYEE OBLIGATIONS Upon the Motion of the Debtor for the Entry of Interim and Final Orders (I) Authorizing the Debtor to (A) Pay Certain Prepetition Wages and Compensation, (B) Maintain and Continue Employee Benefit Programs, and (C) Pay Reimbursable Expense Obligations, and (II) Authorizing Banks to Honor and Process Checks and Transfers Related to Such Employee Obligations (the “Motion”)2 filed by the above-captioned debtor (the “Debtor”) for entry of an interim order (this “Interim Order”), (i) authorizing the Debtor to: (a) pay prepetition wages and other compensation, taxes and withholdings, (b) maintain and continue Employee Benefit Programs, and (c) pay reimbursable expense obligations, and (ii) authorizing and directing the Banks to honor and process checks and transfers related to such employee obligations; all as further described in the Motion; and upon consideration of the First Day Declaration and the record of this Chapter 11 Case; and this Court having found that (i) this Court has jurisdiction over the Debtor, its estate, property of its estate and to consider the Motion and the relief requested therein under 28 U.S.C. 1 The last four digits of the Debtor’s federal tax identification number are 8502. The Debtor’s address is 411 E 57th Street Suite 1-A, New York, New York 10022. 2 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion.

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§§ 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated February 29, 2012, (ii) this Court may enter a final order consistent with Article III of the United States Constitution, (iii) this is a core proceeding under 28 U.S.C § 157(b)(2)(A), (iv) venue of this Motion in this district is proper under 28 U.S.C. §§ 1408 and 1409, and (v) no further or other notice of the Motion is required under the circumstances; and this Court having reviewed the Motion and having heard the statements in support of the relief requested in the Motion at a hearing before this Court; and having determined that the legal and factual bases set forth in the Motion and the First Day Declaration establish just cause for the relief granted in this Interim Order; and this Court having found and determined that the relief sought in the Motion is in the best interests of the Debtor’s estate, its creditors and other parties in interest; and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT: 1. The Motion is GRANTED, on an interim basis, as set forth in this Interim Order. 2. The Debtor is authorized, but not directed, to pay and/or honor (including to any third parties that provide or aid in the monitoring, processing or administration of the Prepetition Workforce Obligations, including ADP), in its sole discretion, the Prepetition Workforce Obligations, including any processing costs related to the foregoing that have accrued and remain unpaid (including those amounts that remain unpaid as a result of dishonoring of checks due to the filing of this Chapter 11 Case) as of the Petition Date to or for the benefit of its Employees, subject to an aggregate maximum of $13,650 per Employee for all payments permitted to be made to, or for the benefit of, Employees under this order (including this paragraph), as set forth in sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code.

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3. The Debtor is authorized, but not directed, in its sole discretion, to honor and continue the Employee Benefit Programs, provided, however, that such relief shall not constitute or be deemed an assumption or an authorization to assume any of such Employee Benefit Programs under section 365(a) of the Bankruptcy Code. 4. The Debtor is authorized, but not directed, to pay and/or honor, in its sole discretion, accrued PTO as of the Petition Date to or for the benefit of its Employees, subject to an aggregate maximum of $13,650 per Employee for all payments permitted to be made to, or for the benefit of, Employees under this order (including this paragraph), as set forth in sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code. 5. The Debtor is authorized, but not directed, in its sole discretion, to honor and continue to pay Reimbursable Expense Obligations; provided, that pending a final hearing on the Motion, the Debtor’s authority to pay Reimbursable Expense Obligations which arose prior to the Petition Date is capped at $5,000. 6. The Debtor’s Banks are hereby authorized, when requested by the Debtor, to receive, process, honor, and pay any and all checks and transfer requests evidencing amounts authorized to be paid by the Debtor pursuant to this Interim Order, whether presented prior to or after the Petition Date, provided that sufficient funds are available in the applicable amounts to make such payments. 7. All Withholding Taxes and Obligations are hereby authorized to be paid by the Debtor, through ADP where necessary, in the ordinary course of the Debtor’s business. 8. Nothing contained in the Motion or this Interim Order, nor any payment made pursuant to the authority granted by this Interim Order, is intended to be or shall be construed as (a) an admission as to the validity, extent, perfection, priority, allowability, or enforceability of

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any claim or any security interest which purportedly secures such claim, (b) a waiver of the Debtor’s or any appropriate party in interest’s rights to dispute the amount of, basis for, or validity of any claim against the Debtor, (c) a promise to pay any claim, (d) a waiver of any claims or causes of action which may exist against any creditor or interest holder, (e) an assumption or rejection of any executory contract or unexpired lease pursuant to section 365 of the Bankruptcy Code, and nothing herein otherwise affects the Debtor’s rights under section 365 of the Bankruptcy Code to assume or reject any executory contract or unexpired lease with any party subject to this Interim Order, (f) granting third-party beneficiary status or bestowing any additional rights on any third party; or (g) being otherwise enforceable by any third party. Without limiting the generality of the foregoing, nothing in the Motion or this Interim Order nor any payment of any Employee pursuant to this Interim Order shall be construed as impairing the Debtor’s right to contest the validity, priority, or amount of any Employee’s claim allegedly due or owing to any such Employee, and all of the Debtor’s rights with respect thereto are hereby reserved. 9. Payments made pursuant to this Interim Order are not intended and should not be construed as an admission as to the validity of any claim or a waiver of the Debtor’s rights to dispute such claim subsequently. The Debtor retains the sole discretion whether to pay any claim that the Court authorizes under this Interim Order. 10. Nothing herein shall be deemed to authorize the payment of any amounts which violate, implicate, or otherwise are subject to section 503(c) of the Bankruptcy Code, including, without limitation, bonus obligations or severance obligations. 11. Notwithstanding any other provision of this Interim Order, no payments to, or for the benefit of, any individual Employee shall exceed the amounts set forth in 11 U.S.C. §§ 507(a)(4) and 507(a)(5).

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12. The final hearing (the “Final Hearing”) on the Motion shall be held on _____________, 2021 at ___:___ __.m. (EDT). Any objections or responses to entry of a final order on the Motion (each, an “Objection”) shall be filed on or before 4:00 p.m. (EDT) on ______________________, 2021, and served on the following parties: ((i) the Debtor, 411 East 57th Street Suite 1-A, New York, New York 10022 (Attn: Daniel Strauss); (ii) proposed counsel for the Debtor, (a) Loeb & Loeb LLP, 345 Park Avenue, New York, New York 10154 (Attn: Daniel Besikof, Esq., dbesikof@loeb.com and Bethany Simmons, Esq, bsimmons@loeb.com), and (b) Gellert, Scali, Busenkell & Brown, LLC, 1201 N. Orange Street, Suite 300, Wilmington, Delaware 19801 (Attn: Ronald Gellert, Esq., rgellert@gsbblaw.com); (iii) the Office of the United States Trustee, J. Caleb Boggs Federal Building, 844 King Street, Lockbox 35, Wilmington, Delaware 19801 (Attn: Joseph McMahon, Esq., joseph.mcmahon@usdoj.gov); (iv) counsel to ESW Holdings, Inc., (a) Goulston & Storrs PC, 885 Third Avenue, 18th Floor, New York, New York 10022 (Attn: Trevor Hoffmann, Esq. thoffmann@goulstonstorrs.com) and (b) Morris, Nichols, Arsht & Tunnell LLP, 1201 N. Market Street, 16th Floor, P.O. Box 1347, Wilmington, Delaware 19899 (Attn: Derek C. Abbott, Esq., DAbbott@MNAT.com); (v) counsel to GlassBridge Enterprises, Inc., The Rosner Law Group, 824 N. Market Street, Suite 810, Wilmington, Delaware 19801 (Attn: Frederick R. Rosner, Esq., rosner@teamrosner.com); and (vi) counsel to the official committee of unsecured creditors appointed in this Chapter 11 Case, if any. In the event no Objections to entry of a final order on the Motion are timely received, this Court may enter such final order without need for the Final Hearing. 13. The requirements set forth in Local Bankruptcy Rule 9013-1(b) are satisfied. 14. The Court finds and determines that the requirements of Bankruptcy Rule 6003(b) are satisfied and that the relief is necessary to avoid immediate and irreparable harm.

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15. The notice requirement set forth in Bankruptcy Rule 6004(a) is satisfied. 16. This Interim Order is immediately effective and enforceable notwithstanding the provisions of Bankruptcy Rule 6004(h) or otherwise. 17. This Court retains jurisdiction with respect to all matters arising from or related to the enforcement of this Interim Order.

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Exhibit B Proposed Final Order

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 ADARA ENTERPRISES CORP.,1 Case No. 21-10736 (JKS) Debtor. Re: D.I. ___ & ___ FINAL ORDER (I) AUTHORIZING THE DEBTOR TO (A) PAY CERTAIN PREPETITION WAGES AND COMPENSATION, (B) MAINTAIN AND CONTINUE EMPLOYEE BENEFIT PROGRAMS, AND (C) PAY REIMBURSABLE EXPENSE OBLIGATIONS, AND (II) AUTHORIZING AND DIRECTING BANKS TO HONOR AND PROCESS CHECKS AND TRANSFERS RELATED TO SUCH EMPLOYEE OBLIGATIONS Upon the Motion of the Debtor for the Entry of Interim and Final Orders (I) Authorizing the Debtor to (A) Pay Certain Prepetition Wages and Compensation, (B) Maintain and Continue Employee Benefit Programs, and (C) Pay Reimbursable Expense Obligations, and (II) Authorizing Banks to Honor and Process Checks and Transfers Related to Such Employee Obligations (the “Motion”),2 filed by the above-captioned debtor (the “Debtor”), for entry of a final order (this “Final Order”) (i) authorizing the Debtor to: (a) pay prepetition wages and other compensation, taxes and withholdings, (b) maintain and continue Employee Benefit Programs, and (c) pay Reimbursable Expense Obligations, and (ii) authorizing and directing the Banks to honor and process checks and transfers related to such employee obligations; all as further described in the Motion; and upon consideration of the First Day Declaration and the record of this chapter 11 case; and this Court having found that (i) this Court has jurisdiction over the Debtor, its estate, property of its estate and to consider the Motion and the relief requested therein under 28 U.S.C. §§ 157 1 The last four digits of the Debtor’s federal tax identification number are 8502. The Debtor’s address is 411 E 57th Street Suite 1-A, New York, New York 10022. 2 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion.

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and 1334, and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated February 29, 2012, (ii) this Court may enter a final order consistent with Article III of the United States Constitution, (iii) this is a core proceeding under 28 U.S.C. § 157(b)(2)(A), (iv) venue of this proceeding and the Motion in this district is proper under 28 U.S.C. §§1408 and 1409, and (v) no further or other notice of the Motion is required under the circumstances; and this Court having reviewed the Motion and having heard the statements in support of the relief requested in the Motion at a hearing before this Court; and the Court having entered the relief requested in the Motion on an interim basis [D.I ___]; and having determined that the legal and factual bases set forth in the Motion and the First Day Declaration establish just cause for the relief granted in this Final Order; and this Court having found and determined that the relief sought in the Motion is in the best interests of the Debtor’s estate, its creditors and other parties in interest; and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT: 1. The Motion is GRANTED, on a final basis, as set forth in this Final Order. 2. The Debtor is authorized, but not directed, to pay and/or honor (including to any third parties that provide or aid in the monitoring, processing or administration of the Prepetition Workforce Obligations, including ADP), in its sole discretion, the Prepetition Workforce Obligations, including any processing costs related to the foregoing that have accrued and remain unpaid (including those amounts that remain unpaid as a result of dishonoring of checks due to the filing of this Chapter 11 Case) as of the Petition Date to or for the benefit of its Employees, subject to an aggregate maximum of $13,650 per Employee for all payments permitted to be made to, or for the benefit of, Employees under this order (including this paragraph), as set forth in sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code.

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3. The Debtor is authorized, but not directed, in its sole discretion, to honor and continue the Employee Benefit Programs, provided, however, that such relief shall not constitute or be deemed an assumption or an authorization to assume any of such Employee Benefit Programs under section 365(a) of the Bankruptcy Code. 4. The Debtor is authorized, but not directed, to pay and/or honor, in its sole discretion, accrued PTO as of the Petition Date to or for the benefit of its Employees, subject to an aggregate maximum of $13,650 per Employee for all payments permitted to be made to, or for the benefit of, Employees under this order (including this paragraph), as set forth in sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code. 5. The Debtor is authorized, but not directed, in its sole discretion, to pay and continue to pay Reimbursable Expense Obligations. 6. Subject to paragraph 7 of this Final Order, the Debtor is authorized to cash out PTO upon termination of an Employee consistent with the Debtor’s prepetition ordinary course practice or as may be required by state law; provided, however, that nothing herein shall be deemed to authorize the payment of any amounts that are subject to section 503(c) of the Bankruptcy Code; and further provided that nothing in this Final Order shall prejudice the Debtor’s ability to seek approval of relief pursuant to section 503(c) of the Bankruptcy Code at a later time. 7. Notwithstanding anything contained in this Final Order, the Debtor shall not pay any Prepetition Workforce Obligations or PTO in excess of the limitations set forth in sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code. 8. The Debtor’s Banks are hereby authorized, when requested by the Debtor, to receive, process, honor, and pay any and all checks and transfer requests evidencing amounts authorized to be paid by the Debtor pursuant to this Final Order, whether presented prior to or after

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the Petition Date, provided that sufficient funds are available in the applicable amounts to make such payments. 9. All Withholding Taxes and Obligations are hereby authorized to be paid by the Debtor, through ADP where necessary, in the ordinary course of the Debtor’s business. 10. Nothing herein shall be deemed to authorize the payment of any amounts which violate, implicate, or otherwise are subject to section 503(c) of the Bankruptcy Code, including, without limitation, bonus obligations or severance obligations. 11. Nothing in the Motion, the Interim Order, or this Final Order, nor the Debtor’s payment of claims pursuant to this Final Order, shall be deemed or construed as: (a) an admission as to the validity, extent, perfection, priority, allowability, or enforceability of any claim or any security interest which purportedly secures such claim, (b) a waiver of the Debtor’s or any appropriate party in interest’s rights to dispute the amount of, basis for, or validity of any claim against the Debtor, (c) a promise to pay any claim, (d) a waiver of any claims or causes of action which may exist against any creditor or interest holder, (e) an assumption or rejection of any executory contract or unexpired lease pursuant to section 365 of the Bankruptcy Code, and nothing herein otherwise affects the Debtor’s rights under section 365 of the Bankruptcy Code to assume or reject any executory contract or unexpired lease with any party subject to this Final Order, (f) granting third-party beneficiary status or bestowing any additional rights on any third party, or (g) being otherwise enforceable by any third party. Without limiting the generality of the foregoing, nothing in the Motion or this Final Order nor any payment of any Employee pursuant to this Final Order shall be construed as impairing the Debtor’s right to contest the validity, priority, or amount of any Employee’s claim allegedly due or owing to any such Employee, and all of the Debtor’s rights with respect thereto are hereby reserved.

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12. Payments made pursuant to this Final Order are not intended and should not be construed as an admission as to the validity of any claim or a waiver of the Debtor’s rights to dispute such claim subsequently. The Debtor shall retain the sole discretion whether to pay any claim that the Court authorizes under this Final Order. 13. Notwithstanding any other provision of this Final Order, no payments to any individual Employee shall exceed the amounts set forth in 11 U.S.C. §§ 507(a)(4) and 507(a)(5). 14. The contents of the Motion satisfy the requirements of Bankruptcy Rule 6003(b). 15. Notwithstanding Bankruptcy Rule 6004(h), the terms and conditions of this Final Order are immediately effective and enforceable upon its entry. 16. The Debtor is authorized to take all actions necessary to effectuate the relief granted in this Final Order in accordance with the Motion. 17. This Court retains jurisdiction with respect to all matters arising from or related to the implementation, interpretation, and enforcement of this Final Order.

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