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Full title: Proposed Order Re: Confirming Debtor's Fourth Amended Chapter 11 Plan as Revised on August 9, 2021 Filed by PETER C. HUGHES on behalf of Museum of American Jewish History, d/b/a National Museum of American Jewish History (related document(s)666, 670). (HUGHES, PETER) (Entered: 08/20/2021)

Document posted on Aug 19, 2021 in the bankruptcy, 34 pages and 0 tables.

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L. The transfer of the Real Property to the Real Property Buyer shall be a legal, valid and effective transfer of the Real Property and shall vest the Real Property Buyer on the Effective Date with all right, title and interest of the Debtor in and to the Real Property, free and clear of all claims (as defined inSection 101(5) of the Bankruptcy Code, “Claims”), liens (as defined in Section 101(37) of the Bankruptcy Code, “Liens”), the liens in favor of the Indenture Trustee, the liens in favor of the holders of claims in classes 3A and 3B, the liens in favor of any holders noted on the Stewart Title Report ( filed by the Debtor prior to the Confirmation Hearing ), and all other interests including those of any donors to the Museum(collectively including each of the foregoing, “Interests”), including, but not limited to: (1) those that purport to give to any party a right or option to effect any forfeiture, modification, right of first refusal or termination of the Debtor’s interest in the Real Property or any similar rights, including rights under section365(h) of the Bankruptcy Code; (2) those relating to taxes arising under or out of or in connection with, or in any way relating to the operation of the Real Property prior to the Closing; and (3) those arising under all mortgages, deeds of trust, security interests, conditional sale or other title retention agreements, pledges,liens, judgments, demands, rights of setoff or recoupment, rights of first refusal or charges of any kind ornature, if any, including, but not limited to, any restriction on the use, voting, transfer, receipt of income or other exercise of any attributes of ownership, and (4) all debts arising in any way in connection with any agreements, acts or failures to act of any of the Debtor or any of the Debtor’s predecessors or affiliates,Claims, obligations, litigation claims, liabilities, rights of set off or recoupment, demands, guaranties,options, rights, contractual or other commitments, restrictions, interests and matters of any kind and nature,whether known or unknown, contingent or otherwise, whether arising prior to or subsequent to the122446198-1 commencement of this bankruptcy case, and whether imposed by agreement, understanding, law, equity or otherwise, including, but not limited to, Claims otherwise arising under doctrines of successor liability to thegreatest extent permitted by applicable law.In accordance with section 1129(a)(7) of the Bankruptcy Code, with respect to each impaired Class of Claims or Equity Interests, each holder of a Claim or Equity Interest in such Class has accepted or is deemed to have accepted the Plan, or will receive or retain under the Plan on account of such Claim or Equity Interest, property of a value, as of the Effective Date of the Plan, that is not less than the amount that such holder would so receive or retain if the Debtor was liquidated on the Effective Date under Chapter 7 of the Bankruptcy Code.Plan under

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UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA In re: : Chapter 11 : Museum of American Jewish History, d/b/a : Case No. 20-11285 (MDC) National Museum of American Jewish History : : Debtor. : :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ORDER CONFIRMING DEBTOR’S FOURTH AMENDED CHAPTER 11 PLAN AS REVISED ON AUGUST 9, 2021 (Docket No. 666)1 :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: The Museum of American Jewish History, d/b/a National Museum of American Jewish History (the“Debtor”) in this Chapter 11 case, having proposed and filed with the Court its Fourth Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated September 24, 2020, at Docket Number 353, as revised August 9, 2021, at Docket Number 666, attached hereto as Exhibit A (the “Plan”); and the Debtor having timely disseminated copies of its Plan, Disclosure Statement dated September 24, 2020, at Docket Number 354, and Court-approved solicitation materials (the “Solicitation Packages”) in connection therewith to, among others, holders of claims in Classes 3A, 3B, and 52 (the “Voting Classes”), pursuant to this Court’s Order entered on September 27, 2020 at Docket Number 360 approving the Debtor’s Disclosure Statement under section 1125 of the Bankruptcy Code; and the Debtor’s Motion for Entry of an Order 1 This proposed order is subject to further change and review by the parties. 2 All terms not defined herein are ascribed the meaning given to them in the Plan. References herein and/or in the Plan to the (i) Class 3A Promissory Note, (ii) Museum Lease, (iii) Call Option Agreement, (iv) Board Resolution and (v) Stewart Title Report shall mean each of the same as filed with the Court prior to the Confirmation Hearing at Docket Nos. _______ and _______ respectively. 122446198-1

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Confirming the Fourth Amended Plan of Reorganization, as Modified having been filed with this Court onAugust 10, 2021, Docket Number 670; and confirmation and implementation of the Plan being premised on the sale of the Real Property to the Real Property Buyer; and the Confirmation Hearing having been held before this Court on September 1, 2021 (the “Confirmation Hearing”); and the appearance of all interested parties having been noted on the record; and this Court having heard the statements of counsel in support ofconfirmation of the Plan; and this Court having considered all testimony presented and evidence admitted at the Confirmation Hearing; and after due deliberation and sufficient cause appearing therefor, the Court hereby makes the following findings of fact and conclusions of law, under Federal Rule of Civil Procedure52, as made applicable by Rules 7052 and 9014 of the Federal Rules of Bankruptcy Procedure: FOUND AND DETERMINED THAT:3 A. This Court has jurisdiction over the Confirmation Motion under 28 U.S.C. §§ 157 and 1334, and this matter is a core proceeding under 28 U.S.C. §157(b)(2)(A) and (N). Venue of these cases and the Motion in this District is proper under 28 U.S.C. §§1408 and 1409. B. The statutory predicates for the relief sought in the Confirmation Motion and Plan aresections 105(a), 363, 365, 1123, 1124, 1129, and 1146(a) of title 11 of the United States Code (the “Bankruptcy Code”), as complemented by Rules 2002, 6004 and 6006 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”). 3 Findings of fact shall be construed as conclusions of law and conclusions of law shall be construed as findings of fact when appropriate. See Fed. R. Bankr. P. 7052. Capitalized terms not otherwise defined herein shall have the meaning set forth in the Plan. 122446198-1

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C. As evidenced by the affidavits of service filed with this Court and based on representations ofcounsel at the Confirmation Hearing: (i) due, proper, timely, adequate and sufficient notice of the Confirmation Hearing, the assumption of the assumed leases and service contracts (collectively hereafter “Contracts”) and the other relief granted herein have been provided in accordance with Bankruptcy Code sections 102(1), 105(a), 363, 365, 1123, 1124, 1129, 1141 and 1146(a) and Bankruptcy Rules 2002, 6004 and 6006; (ii) such notice was good, sufficient and appropriate under the circumstances, and reasonably calculated to reach and apprise all creditors of the Debtor, and all other parties in interest about the Confirmation Hearing, the assumption of the Contracts, the sale of the Real Property and the other relief granted herein; and (iii) no other or further notice of the Confirmation Hearing, assumption of the Contracts, sale of the Real Property and the other relief granted herein is or shall be required. D. A reasonable opportunity to object and be heard with respect to the Confirmation Hearing and the relief requested therein has been afforded to all interested persons and entities, including, among others: (i) the Office of the United States Trustee for the Eastern District of Pennsylvania; (ii) counsel for Real Property Buyer; (iii) counsel for the Indenture Trustee, (iv) Class 3A Bondholder (v) Class 3B Bondholders, (vi) SBA; (vii) Office of the Attorney General for the Commonwealth of Pennsylvania; (viii) the United States Attorney for the Eastern District of Pennsylvania; (ix) all parties to executory contracts or unexpired leases proposed to be assumed by the Debtor under the Plan; (x) all entities that filed a notice of appearance and request for service of papers in this case in accordance with Bankruptcy Rule 2002; (xi) all entities required to be served under Bankruptcy Rule 2002. 122446198-1

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E. The Debtor: (1) has full corporate power and authority to sell the Real Property and execute all other documents contemplated thereby, and the sale of the Real Property by the Debtor has been duly andvalidly authorized by all necessary corporate action of the Debtor; (2) has all of the corporate power and authority necessary to consummate the transactions contemplated by the Plan and all Exhibits including,without limitation, the execution of the Museum Lease, Call Option Agreement and the Class 3A Promissory Note (collectively hereinafter the “Transactions”); and (3) has taken all corporate action necessary to authorize and approve the Plan and the consummation by the Debtor of the Transactions, including by receiving approval from its board ( without any participation by the Real Property Buyer) as more fully set forth in a Board Resolution dated August 12, 2021 (“Board Resolution”). No consents orapprovals are required for the Debtor to consummate the Transactions other than the approval of this Court and those set forth in the Plan. The consummation of the Transactions in accordance with their terms will not constitute a violation of any provision of the Debtor’s organizational documents or any other contract, instrument, law, regulation or ordinance by which the Debtor is bound. F. Debtor is the legal and equitable owner of the Real Property and, upon entry of this Confirmation Order and the occurrence of the Effective Date thereunder, Debtor shall have full authority to consummate the Transactions. G. The consideration provided by the Real Property Buyer pursuant to the Plan for the transfer of the Real Property: (1) is fair and reasonable and represents the fair market value of the Real Property; (2) will provide a greater recovery to the Debtor’s estate than would be provided by any other available 122446198-1

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alternative; and (3) constitutes reasonably equivalent value and fair consideration under the Bankruptcy Code and under the laws of the United States, any state, territory, possession or the District of Columbia. H. Approval of the Plan, Museum Lease, Call Option Agreement, Class 3A Promissory Note and consummation of the Transactions is in the best interests of the Debtor, its estate, creditors and otherparties in interest. The Debtor has articulated a good and sufficient business justification supporting the saleof the Real Property, leasing the same back under the terms of the Museum Lease and retaining the right torepurchase the Real Property under the terms of the Call Option Agreement and all such transactions have been approved by the Board Resolution. I. The Plan was negotiated, proposed and entered into by Debtor and Real Property Buyer without collusion, in good faith and from arm’s-length bargaining positions. The Real Property Buyer didnot participate in the approval of the Plan or Transactions by the Board of Trustees. Debtor and Real Property Buyer have not engaged in any conduct that would cause or permit the Plan to be avoided under Bankruptcy Code Section 363(n) or 1144. J. Real Property Buyer is a good faith purchaser under Bankruptcy Code section 363(m) and, as such, is entitled to all of the protections afforded thereby. Real Property Buyer will be acting in good faith within the meaning of Bankruptcy Code section 363(m) in consummating the Transactions and at all times after the entry of this Confirmation Order. K. The Plan was not entered into for the purpose of hindering, delaying or defrauding creditors under the Bankruptcy Code and under the laws of the United States, any state, territory, possession, or the District of Columbia. 122446198-1

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L. The transfer of the Real Property to the Real Property Buyer shall be a legal, valid and effective transfer of the Real Property and shall vest the Real Property Buyer on the Effective Date with all right, title and interest of the Debtor in and to the Real Property, free and clear of all claims (as defined inSection 101(5) of the Bankruptcy Code, “Claims”), liens (as defined in Section 101(37) of the Bankruptcy Code, “Liens”), the liens in favor of the Indenture Trustee, the liens in favor of the holders of claims in classes 3A and 3B, the liens in favor of any holders noted on the Stewart Title Report ( filed by the Debtor prior to the Confirmation Hearing ), and all other interests including those of any donors to the Museum(collectively including each of the foregoing, “Interests”), including, but not limited to: (1) those that purport to give to any party a right or option to effect any forfeiture, modification, right of first refusal or termination of the Debtor’s interest in the Real Property or any similar rights, including rights under section365(h) of the Bankruptcy Code; (2) those relating to taxes arising under or out of or in connection with, or in any way relating to the operation of the Real Property prior to the Closing; and (3) those arising under all mortgages, deeds of trust, security interests, conditional sale or other title retention agreements, pledges,liens, judgments, demands, rights of setoff or recoupment, rights of first refusal or charges of any kind ornature, if any, including, but not limited to, any restriction on the use, voting, transfer, receipt of income or other exercise of any attributes of ownership, and (4) all debts arising in any way in connection with any agreements, acts or failures to act of any of the Debtor or any of the Debtor’s predecessors or affiliates,Claims, obligations, litigation claims, liabilities, rights of set off or recoupment, demands, guaranties,options, rights, contractual or other commitments, restrictions, interests and matters of any kind and nature,whether known or unknown, contingent or otherwise, whether arising prior to or subsequent to the122446198-1

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commencement of this bankruptcy case, and whether imposed by agreement, understanding, law, equity or otherwise, including, but not limited to, Claims otherwise arising under doctrines of successor liability to thegreatest extent permitted by applicable law. M. The Debtor may sell the Real Property free and clear of all Interests of any kind or nature whatsoever as contemplated by the Plan because, in each case, one or more of the standards set forth in sections 363(f)(1) through 363(f)(5) of the Bankruptcy Code have been satisfied. Those holders of Interests and non-Debtor parties to Contracts that did not object, or who withdrew their objections to the Confirmation Hearing, are deemed to have consented pursuant to sections 363(f)(2) and 365(c)(1) of the Bankruptcy Code. Those holders of Interests and non-Debtor parties to Contracts that did object fall within one or more of the other subsections of section 363(f) of the Bankruptcy Code and are adequately protected by having their Interests, if any, attach to the net cash proceeds of the Transactions ultimately attributable to the Real Property against or in which they assert an Interest. N. The Real Property Buyer shall have no liability for any liability, Claim or other obligation of or against the Debtor related to the Real Property by reason of the transfer to the Real Property Buyer of the Real Property. The Real Property Buyer shall not be deemed, as a result of any action taken in connection with the purchase of the Real Property, to: (1) be a successor to the Debtor; or (2) have, de facto or otherwise, merged with or into the Debtor. The Real Property Buyer is not acquiring or assuming any liability, warranty or other obligation of the Debtor. O. The Real Property Buyer would not have agreed to consummate the Transactions, thus adversely affecting the Debtor, its estate and its creditors and other stakeholders, if the transfer of the Real122446198-1

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Property to the Real Property Buyer were not free and clear of all Interests of any kind or nature whatsoever, or if the Real Property Buyer would, or in the future could, be liable for any of such Interests including, but not limited to: (1) any employment or labor agreements; (2) any pension, welfare, compensation or other employee benefit plans, agreements, practices and programs, including, without limitation, any pension plan of the Debtor; (3) any other employee, worker’s compensation, occupational disease or unemployment or temporary disability related Claim, including, without limitation, Claims that might otherwise arise under or pursuant to: (a) the Employee Retirement, Income, Security Act of 1974, as amended, (b) the Fair Labor Standards Act, (c) Title VII of the Civil Rights Act of 1964, (d) the Federal Rehabilitation Act of 1973, (e) the National Labor Relations Act, (f) the Worker Adjustment and Retraining Act of 1988, (g) the Age Discrimination and Employee Act of 1967, (h) the Consolidated Omnibus Budget Reconciliation Act of 1985, (i) the Jones Act, (j) Americans with Disabilities Act, or (k) unemployment compensation laws or any other similar state laws; (4) any products liability, personal injury or similar Claims, whether pursuant to anystate or federal laws or otherwise, including, without limitation, asbestos-related Claims; (5) environmental Claims or Liens arising from conditions or emissions first existing on or prior to the Closing (including,without limitation, the presence of hazardous, toxic, polluting or contaminating substances or waste) that may be asserted on any basis, including, without limitation, under the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. § 9601, et seq., or similar state or local statutes or ordinances; (6) any bulk sales or similar law; (7) any tax statutes or ordinances, including, without limitation, the Internal Revenue Code of 1986, as amended; and (8) any theories of successor liability. 122446198-1

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P. The Transactions are a part of and a condition concurrent to Debtor’s ability to confirm and consummate the Plan. Accordingly, the Transactions are transfers pursuant to section 1146(a) of the Bankruptcy Code, which shall not be taxed under any law imposing a stamp, transfer, sales, use, ad valorem or any other similar tax. Q. The Debtor has demonstrated that it is an exercise of its sound business judgment to assumethe Contracts in connection with the consummation of the Plan, and the assumption of the Contracts is in the best interests of the Debtor, its estate and its creditors and other stakeholders. The Debtor intends to continuein existence and to operate as a museum during the term of the Museum Lease and thereafter, at the current location of the Real Property or such other location as may be selected by the Reorganized Debtor and as approved by the Board of Trustees. R. Debtor has satisfied the requirements of 11 U.S.C. § 365 and has provided sufficient evidenceof its ability to provide adequate assurance of future performance with respect to all Contracts. S. Subject to the provisions in this Confirmation Order and the Plan relating to the Contracts, the Debtor has cured or provided adequate assurance of cure of any defaults existing under all Contracts, within the meaning of section 365(b)(1)(A) of the Bankruptcy Code. The Debtor has provided compensation or adequate assurance of compensation to any party for any actual pecuniary loss to such party resulting from a default under any of the Contracts, within the meaning of section 365(b)(1)(B) of the Bankruptcy Code. The Debtor has provided adequate assurance of future performance under all Contracts, within the meaning of section 365(b)(1)(C) of the Bankruptcy Code. 122446198-1

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T. The Court takes judicial notice of the docket of the Chapter 11 Case maintained by the Clerk of the Court, including, without limitation, all pleadings and other documents filed, all orders entered, and all evidence and arguments made and adduced at the hearings held before this Court during the Chapter 11 Case. U. The Solicitation Materials were transmitted and served in compliance with the Bankruptcy Code, the Bankruptcy Rules, applicable non-bankruptcy law and the Court’s Order approving the Disclosure Statement. Such transmittal and service of the Solicitation Materials were adequate and sufficient. Adequate and sufficient notice of the Confirmation Hearing was given in compliance with the Bankruptcy Code and the Bankruptcy Rules, and no other or further notice is or shall be required. Votes for acceptance and rejection of the Plan were solicited in good faith and such solicitation complied with sections 1125 and 1126 of the Bankruptcy Code, Rules 3017 and 3018 of the Bankruptcy Rules, all other applicable provisions of the Bankruptcy Code, the Court’s Order approving the Disclosure Statement, and all other applicable rules, laws, and regulations. V. In accordance with sections 1126 and 1129 of the Bankruptcy Code, the Plan has been duly accepted in writing by each Class of creditors whose acceptances are required by law for confirmation of the Plan (i.e., Classes 3A, 3B, and 5), with the exceptions of Classes 1, 2, 4, and 6, which are unimpaired and deemed to have accepted the Plan. The holder of the Class 3A Claim who previously voted against the Plan has advised the Debtor and the Court that it withdraws the prior no vote and vote in favor of the Plan. In accordance with sections 1122(a) and 1123(a)(1) of the Bankruptcy Code, the Plan designates separate Classes of Claims and Equity Interests, each of which contains only Claims or Equity Interests that are 122446198-1

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substantially similar to the other Claims or Equity Interests within that Class. A reasonable basis exists for the classifications in the Plan. W. In accordance with sections 1123(a)(2), 1123(a)(3) and 1123(a)(4) of the Bankruptcy Code, the Plan specifies each Class that is unimpaired, identifies and specifies the treatment of each Class that is impaired under the Plan, and provides the same treatment for each Claim or Equity Interest within a particular Class, unless the holder of a particular Claim or Equity Interest has agreed to a less favorable treatment of such Claim or Equity Interest. Valid business, factual, and legal reasons exist for separately classifying the various Classes of Claims and Equity Interests created under the Plan, and such Classes do not unfairly discriminate among holders of Claims or Equity Interests. Thus, the Plan satisfies sections 1122 and 1123(a)(1) of the Bankruptcy Code. X. In accordance with section 1123(a)(5) of the Bankruptcy Code, the Plan provides adequate means for its implementation, including, without limitation, the continuation of the corporate existence and the vesting of assets in the Reorganized Debtor. Y. Section 1123(a)(6) of the Bankruptcy Code is not applicable here as the Debtor is not issuing any publicly traded securities under the Plan. Z. In accordance with section 1123(a)(7) of the Bankruptcy Code, the Plan contains only provisions that are consistent with the interests of creditors, equity security holders and with public policy with respect to the manner of selection of the officers and directors who are expected to serve, on and after the Effective Date, as the officers and directors of the Reorganized Debtor. 122446198-1

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AA. In accordance with section 1123(b)(6) of the Bankruptcy Code, the Plan includes only provisions that are not inconsistent with applicable provisions of the Bankruptcy Code. BB. In accordance with section 1129(a)(1) of the Bankruptcy Code, the Plan properly identifies the Debtor as the Plan proponent and complies with all applicable provisions of the Bankruptcy Code and applicable law. CC. In accordance with section 1129(a)(2) of the Bankruptcy Code, the Debtor has complied with all applicable provisions of the Bankruptcy Code, including, without limitation, sections 1125 and 1126 and Federal Rules of Bankruptcy Procedure 3017, 3018 and 3019. The solicitation of acceptances of the Plan was in compliance with all applicable laws and rules governing the adequacy of disclosure in connection with such solicitation, and solicited after disclosure to the holders of Claims and Equity Interests of adequate information as defined in section 1125 of the Bankruptcy Code. DD. In accordance with section 1129(a)(3) of the Bankruptcy Code, the Plan has been proposed in good faith and not by any means forbidden by law. Consistent with the overriding purpose of Chapter 11 of the Bankruptcy Code, the Plan enables holders of Allowed Claims to realize reasonable recoveries under the circumstances. EE. In accordance with section 1129(a)(4) of the Bankruptcy Code and section 12.21 of the Plan, any payment made or promised by the Debtor or by any person acquiring property under the Plan, for services or for costs and expenses in, or in connection with, the Chapter 11 Case, or in connection with the Plan and incident to the Chapter 11 Case, has been disclosed to the Court and approved by the Court as reasonable. If any such payment is to be made to a professional retained pursuant to order of this Court and 122446198-1

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such payment is to be fixed after confirmation of the Plan for pre-Effective Date services, such payment is subject to approval of the Court as reasonable, pursuant to sections 330 and 331 of the Bankruptcy Code. FF. The Debtor has disclosed the identities of the individuals proposed to serve, from and after the Effective Date, as the officers and directors of the Reorganized Debtor, thereby satisfying section 1129(a)(5) of the Bankruptcy Code. Exhibit D of the Disclosure Statement identifies the Debtor’s directors and officers. The provisions of the Plan for the selection of directors and officers are consistent with the interests of creditors and equity security holders and with public policy as to the manner and selection of any officer or director and any successor thereto, thereby satisfying section 1123(a)(7) of the Bankruptcy Code. GG. The Debtor is not an individual. Accordingly, section 1123(a)(8) of the Bankruptcy Code is not implicated by the Plan. HH. The Plan is dated and identifies the entity submitting it, thereby satisfying Bankruptcy Rule 3016(a). The filing of the Disclosure Statement with the Clerk of the Court satisfies Bankruptcy Rule 3016(b). II. The Debtor has given notice of the Confirmation Hearing as required by Bankruptcy Rule 3017(d), the Order approving the Disclosure Statement, or as is otherwise required. The transmittal and service of the Solicitation Materials were (i) in compliance with the Court’s Order approving the Disclosure Statement, the Bankruptcy Code, and the Bankruptcy Rules and (ii) adequate and sufficient under the Bankruptcy Rules and the circumstances surrounding this Chapter 11 Case. JJ. The solicitation of votes to accept or reject the Plan solely from holders of Allowed Claims in Classes entitled to vote to accept or reject the Plan, as of the Voting Record Date, satisfies Bankruptcy Rule 122446198-1

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3018. Votes to accept and reject the Plan have been solicited and tabulated fairly, in good faith, and in a manner consistent with the Bankruptcy Code, the Bankruptcy Rules, and the Court’s Order approving the Disclosure Statement. KK. The Plan does not contain any rate changes subject to the jurisdiction of any governmental regulatory commission, thus satisfying section 1129(a)(6) of the Bankruptcy Code. LL. In accordance with section 1129(a)(7) of the Bankruptcy Code, with respect to each impaired Class of Claims or Equity Interests, each holder of a Claim or Equity Interest in such Class has accepted or is deemed to have accepted the Plan, or will receive or retain under the Plan on account of such Claim or Equity Interest, property of a value, as of the Effective Date of the Plan, that is not less than the amount that such holder would so receive or retain if the Debtor was liquidated on the Effective Date under Chapter 7 of the Bankruptcy Code. MM. The Plan complies with the requirements of section 1129(a)(8) because, given the consent of Class 3A to the Plan, all impaired classes have accepted the plan; in the alternative, the Plan satisfies the requirements of section 1129(b), as set forth below. NN. The Plan complies with the requirements of section 1129(a)(9), which provides for the payment of priority claims. 11 U.S.C. § 1129(a)(9). Under sections 3.04 and 3.05 of the Plan, holders of priority tax claims and priority claims will be paid in full on or before the Effective Date unless they agree to different terms. These provisions satisfy the requirements of section 1129(a)(9). OO. In accordance with section 1129(a)(10) of the Bankruptcy Code, at least one Class of Claims that is impaired under the Plan has accepted the Plan determined without including any acceptance of the 122446198-1

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Plan by an “insider” holding a Claim in such Class. As set forth in the Report of Plan Voting dated November 13, 2020, Docket Number 424, the Plan has been accepted by Class 3B. Further, no ballots voting against the Plan were submitted by any Class 3B Claim Holder, so that there is an impaired accepting class as long as at least one Class 3B Claim Holder is not considered an insider. PP. The Plan satisfies section 1129(a)(11) of the Bankruptcy Code because confirmation of the Plan is not likely to be followed by liquidation or the need for further financial reorganization of the Reorganized Debtor. The Debtor will have sufficient liquid assets on or before the Effective Date to pay, in full, all then allowed administrative expenses, priority tax claims, and claims in Classes 1, 3, 4, and 5; no payment is required with respect to Classes 2 or 6. The Plan is therefore feasible. QQ. In accordance with section 1129(a)(12) of the Bankruptcy Code, Section 12.07 of the Plan provides for the payment on or before the Effective Date of all accrued statutory fees. After the Effective Date, all required statutory fees will be paid in the ordinary course of business. The Plan thus complies with the requirements of 11 U.S.C. § 1129(a)(12). RR. Section 1129(a)(13) requires that a plan provide for the continuation of retiree benefits, within the meaning of section 1114 of the Bankruptcy Code, for the duration of the period that the debtor is obligated to provide such benefits. 11 U.S.C. § 1129(a)(13). The Debtor has no retiree obligations, and accordingly section 1129(a)(13) is inapplicable. SS. Sections 1129(a)(14) and (15) of the Bankruptcy Code impose certain requirements on individual chapter 11 debtors. The Debtor is not an individual. Accordingly, sections 1129(a)(14) and (15) of the Bankruptcy Code are not implicated by the Plan. 122446198-1

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TT. The Debtor does not believe that section 1129(b)(1) applies in the context of the Plan because section 1129(a)(8) has been satisfied by the consent of all impaired classes to the Plan, as reflected in the Report of Plan Voting dated November 13, 2020, Docket Number 424 ( and subject to the Class 3A holder advising the Debtor and Court that it has changed its no vote to a vote of acceptance of the Plan as revised) . UU. The Plan is fair and equitable as to Class 3A and, therefore, satisfies Code section 1129(b)(2)(A). The treatment of Class 3A satisfies the requirements of the Code in this regard as the Debtor’s real property is being sold free and clear of liens, and the Class 3A Claim will receive funds which equal or exceed its share of the sale proceeds. VV. Pursuant to section 1129(d) of the Bankruptcy Code, the principal purpose of the Plan is not the avoidance of taxes or the avoidance of the application of section 5 of the Securities Act of 1933. WW. The discharge, release, and exculpation of claims described in sections 8.02 of the Plan and in this Confirmation Order constitute good faith compromises and settlements of the matters covered thereby. Such compromises and settlements are made in exchange for consideration and are in the best interest of the holders of Claims; are fair, equitable, and reasonable; and are integral elements of the Debtor’s reorganization and resolution of the Debtor’s Chapter 11 Case in accordance with the Plan. Each of the discharge, release, and exculpation provisions set forth in the Plan: (a) falls within the jurisdiction of the Court under 28 U.S.C. §§ 1334(a), (b), and (d); (b) is an essential means of implementing the Plan under Bankruptcy Code section 1123(a)(5); (c) is an integral element of the transactions incorporated into the Plan; 122446198-1

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(d) confers material benefit on, and is in the best interests of, the Debtor, its estate, and creditors; (e) is important to the overall objectives of the Plan to finally resolve claims among or against the parties in interest in the Chapter 11 Case with respect to the Debtor, and its organization, capitalization, operation, and reorganization, to the extent provided in the Plan; and (f) is consistent with Bankruptcy Code sections 105, 1123, and 1129 and other applicable provisions of the Bankruptcy Code. The failure to effect the discharge, release, and exculpation provisions of the Plan would impair the Debtor’s ability to confirm the Plan. XX. The provisions of the Plan, including those delineated in Article VII, constitute a good faith compromise and settlement of all claims or controversies relating to the enforcement or termination of all contractual, legal, and equitable subordination rights that a holder of a Claim or Equity Interest may have with respect to any Allowed Claim or Equity Interest, or any distribution to be made pursuant to the Plan on account of such Claim. Such settlement, as reflected in the relative distributions and recoveries of holders of Allowed Claims and Equity Interests under the Plan, (i) will save the Debtor and its estate the costs and expenses of prosecuting various disputes, the outcome of which likely would consume significant resources of the Debtor’s estate and require substantial time to adjudicate, and (ii) has facilitated the creation and implementation of the Plan and benefits the Debtor’s estate and creditors. Accordingly, such settlement is fair, equitable, and reasonable. 122446198-1

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YY. The conditions precedent to confirmation set forth in Article IX of the Plan have either been satisfied or waived. ZZ. The Plan satisfies all requirements for the assumption of executory contracts and unexpired leases contained in the Bankruptcy Code, including, without limitation, the requirement to cure all outstanding defaults, if any, and to provide adequate assurance of such contracts and leases. AAA. Pursuant to sections 105(a) and 1142 of the Bankruptcy Code, and notwithstanding the entry of this Confirmation Order or the occurrence of the Effective Date, this Court, except as otherwise provided in the Plan or herein, shall retain jurisdiction over all matters arising out of, and related to, the Chapter 11 Case and the Plan to the fullest extent permitted by law. BBB. The Debtor has articulated good and sound business reasons for waiving the stay otherwiseimposed by Bankruptcy Rules 6004(g), 6006(d) and 7062. THEREFORE, IT IS ORDERED, ADJUDGED AND DECREED THAT: 1. The Confirmation Motion is granted and approved in all respects. 2. Any objections to the entry of this Confirmation Order or the relief granted herein and requested in the Confirmation Motion that have not been withdrawn, waived or settled, and all reservations of rights included therein, hereby are denied and overruled. 3. The Plan and the Transactions are hereby approved. 4. The Debtor is authorized and directed to execute and deliver, and empowered to perform under, consummate and implement the Plan and the sale of the Real Property to the Real Property Buyer, together with all additional instruments and documents that the Real Property Buyer reasonably deems122446198-1

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necessary or appropriate to implement the transfer of the Real Property and effectuate the Transactions, and to take all other and further actions as may be reasonably requested by the Real Property Buyer for the purpose of assigning, transferring, granting, conveying and conferring to Real Property Buyer or reducing to possession the Real Property (but subject to the terms of the Museum Lease and the Call Option Agreement between the Real Property Buyer and the Debtor), or as may be necessary or appropriate to the performance of the obligations as contemplated by the Plan. 5. The transfer of the Real Property to the Real Property Buyer pursuant to the Plan constitutes a legal, valid and effective transfer of the Real Property and shall vest the Real Property Buyer with all right, title and interest of the Debtor in and to the Real Property, free and clear of all Interests of any kind or naturewhatsoever. 6. Pursuant to sections 105(a), 363(f) and 1123 of the Bankruptcy Code, the Real Property shall be transferred to Real Property Buyer, and upon the Effective Date, shall be, free and clear of all Interests of any kind or nature whatsoever (including, but not limited to, all of those described in Recitals L thought O inclusive above of this Order, those set forth in the Stewart Title Report and any rights of a counterparty under Section 365(h)), and all such Interests of any kind or nature whatsoever shall attach to the net cash proceeds of the sale in the order of their priority, with the same validity, force and effect that they now have as against the Real Property. The Debtor/Real Property Buyer are authorized to pay over the sale proceeds inthe amount of $10,000,000 to the holder of the Class 3A Claims (Dime Bank) and shall not be required to pay over such sum to the Indenture Trustee. 122446198-1

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7. Except as expressly permitted otherwise by this Confirmation Order, all persons and entities, including, but not limited to, all debt security holders; equity security holders; governmental, tax and regulatory authorities; lenders; trade creditors; and other creditors holding Interests of any kind or naturewhatsoever against or in the Debtor or the Real Property (whether legal or equitable, secured or unsecured, matured or unmatured, contingent or non-contingent, senior or subordinated), arising under or out of, inconnection with or in any way relating to the Debtor, the Real Property, the operation of the Real Property as a museum prior to the Effective Date of the Plan are forever barred, estopped and permanently enjoined from asserting against the Real Property Buyer, its successors or assigns, their property or the Real Propertysuch persons’ or entities’ Interests (including without limitation, any right of set-off or recoupment). 8. Notwithstanding the foregoing, upon the closing of the sale, each of the Debtor’s creditors and any other holder of an Interest is authorized and directed to execute such documents and take all other actions as may be necessary to release its Interests in the Real Property, if any, as such Interests may havebeen recorded or may otherwise exist. 9. If any person or entity that has filed financing statements, mortgages, mechanic’s liens, lispendens or other documents or agreements evidencing Interests in the Debtor or the Real Property shall not have delivered to the Debtor prior to the closing on the Effective Date, in proper form for filing and executed by the appropriate parties, termination statements, instruments of satisfaction or releases of allInterests that the person or entity has with respect to the Debtor or the Real Property or otherwise, then: (a) the Debtor is hereby authorized and directed to execute and file such statements, instruments, releases andother documents on behalf of the person or entity with respect to the Debtor or the Real Property, and (b) the 122446198-1

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Real Property Buyer is hereby authorized to file, register or otherwise record a certified copy of this Confirmation Order, which shall constitute conclusive evidence of the release of all Interests in the Debtor or the Real Property of any kind or nature whatsoever. 10. This Confirmation Order: (a) shall be effective as a determination that as of the Effective Date, all Interests of any kind or nature whatsoever existing as to the Real Property prior to the Effective Date have been unconditionally released, discharged and terminated as set forth herein, and that theconveyances 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 and local officials, and all other persons and entities who maybe 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 stateof title in or to any of the Real Property. 11. The Real Property Buyer shall have no obligation to pay wages, bonuses, severance pay, benefits (including, without limitation, contributions or payments on account of any under-funding with respect to any and all pension plans) or any other payment with respect to employees or former employees of the Debtor. The Real Property Buyer shall have no liability with respect to any collective bargaining agreement, employee pension plan, employee welfare (including, without limitation, any retiree benefit liabilities or obligations) or retention, benefit and/or incentive plan to which the Debtor or any affiliate is a party and relating to the Real Property (including, without limitation, arising from or related to the rejection 122446198-1

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or other termination of any agreement), and the Real Property Buyer shall in no way be deemed parties to or assignees of any such agreement, and no employee of the Real Property Buyer shall be deemed in any way covered by or a party to any such agreement, and all parties to any such agreement are hereby permanently enjoined from asserting against the Real Property Buyer any and all Claims arising from or relating to such agreements. All notices, if any, required to be given to the Debtor’s employees pursuant to the WorkersAdjustment and Retraining Notification Act, or any similar federal or state law, if any, shall be the soleresponsibility and obligation of the Debtor, and the Real Property Buyer shall have no duties, responsibilityor liability therefor. 12. The Real Property Buyer shall not assume or be obligated to pay, perform or otherwise discharge any workers’ compensation debts, obligations and liabilities of the Debtor. The Real Property Buyer’s purchase of the Real Property under the Plan is free and clear with respect to all workers’ compensation obligations or liabilities, including, without limitation, workers’ compensation claims or suits of any type, whether now known or unknown, whenever incurred or filed, which have occurred or which arise from work-related injuries, diseases, death, exposures, intentional torts, acts of discrimination or otherincidents, acts or injuries prior to the Effective Date, including, but not limited to, any and all workers’ compensation claims filed or to be filed, or re-openings of those claims, by or on behalf of any of the Debtor’s or its affiliates’ current or former employees, persons on laid-off, inactive or retired status, or their respective dependents, heirs or assigns, as well as any and all premiums, assessments or other obligations ofany nature whatsoever of the Debtor relating in any way to workers’ compensation liability. 122446198-1

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13. The Real Property Buyer shall have no liability or responsibility for any liability or other obligation of the Debtor arising under or related to the Real Property including, without limitation, any liability arising from any sales tax and/or surtax levied on licenses to use or occupy real property. Without limiting the generality of the foregoing, the Real Property Buyer shall not be liable for any Claims against the Debtor or any of its predecessors or affiliates, and the Buyer shall have no successor or vicariousliabilities of any kind or character, including, but not limited to, any theory of antitrust, environmental, successor or transferee liability, labor law, de facto merger or substantial continuity, whether known or unknown as of the Effective Date, now existing or hereafter arising, whether fixed or contingent, with respect to the Debtor or any obligations of the Debtor arising prior to the Closing, 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 Real Property prior to the Effective Date or with respect to any Claims that were asserted or that could have been asserted in the causes of action. The Real Property Buyer has given substantial consideration under the Plan for the benefit of holders of Interests. The considerationgiven by the Buyer shall constitute valid and valuable consideration for the releases of any potential Claims of successor liability against the Real Property Buyer, which releases shall be deemed to have been given infavor of the Real Property Buyer by all holders of Interests against the Debtor or the Real Property. 14. The sale, transfer, assignment and delivery of the Real Property shall not be subject to any Interests, and Interests of any kind or nature whatsoever shall remain with, and continue to be obligations of,the Debtor and its estate. All persons holding Interests against or in the Debtor or the Real Property of any kind or nature whatsoever (including, but not limited to, the Debtor and/or its respective successors, 122446198-1

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including any trustees thereof, creditors, employees, unions, former employees and shareholders,administrative agencies, governmental units, attorney generals, secretaries of state and federal, state andlocal officials maintaining any authority relating to any environmental, health and safety laws, and their respective successors or assigns) hereby are forever barred, estopped and permanently enjoined fromasserting, prosecuting or otherwise pursuing such Interests of any kind or nature whatsoever against the RealProperty Buyer, its property or its successors and assigns or the Real Property, as an alleged successor orotherwise, with respect to any Interest of any kind or nature whatsoever such person or entity had, has ormay have against or in the Debtor, its estate, its respective officers, directors or shareholders or the RealProperty. Following the Effective Date, no holder of an Interest in or against the Debtor or the Real Property shall interfere with Real Property Buyer’s title to or use and enjoyment of the Real Property based on or related to such Interest, or any actions that the Debtor has or may take in its chapter 11 case. 15. The Plan meets all of the requirements of section 1129(a) of the Bankruptcy Code. The Plan satisfies section 1129(b) of the Bankruptcy Code as to Class 3A and, accordingly, the Plan, and each of its provisions, is hereby confirmed in all respects. All objections and responses to, and statements andcomments regarding, the Plan, to the extent not already resolved or withdrawn pursuant to representations made on the record at the Hearing, shall be, and hereby are, overruled. 16. The record of the confirmation Hearing is closed. 17. Pursuant to section 1142(b) of the Bankruptcy Code, the Debtor is authorized and directed to execute and deliver all documents and agreements necessary to consummate and implement the Plan and to 122446198-1

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take any and all lawful actions necessary to consummate and implement the Plan and the transactions contemplated therein. 18. Pursuant to section 1141 of the Bankruptcy Code, the rights afforded in the Plan and the treatment of all Claims and Equity Interests in the Plan shall be in exchange for and in complete satisfaction, discharge and release of all Claims and Equity Interests of any nature whatsoever, including any interest accrued on Claims from and after the Petition Date, against the Debtor and the Debtor in Possession, or any of its assets, and on the Effective Date, all such Claims against, and Equity Interests in, the Debtor shall besatisfied, discharged and released in full. 19. The provisions contained in Article VI of the Plan, including, without limitation, the provisions regarding the assumption and rejection of the Debtor’s executory contracts and unexpired leases, are hereby approved and found to be fair and reasonable. The assumption and rejection of the Debtor’s executory contracts and unexpired leases pursuant to the procedures set forth in Article VI of the Plan are hereby approved pursuant to sections 365 and 1123 of the Bankruptcy Code. Each executory contract and unexpired lease assumed pursuant to Article VI shall revest in and be fully enforceable in accordance with its terms by the Reorganized Debtor, except as may be modified by the provisions of the Plan. 20. The non-Debtor parties to assumed executory contracts and unexpired leases have been notified of the applicable cure amounts and such cure amounts shall be binding on these non-Debtor parties. 21. Pursuant to section 1146(a) of the Bankruptcy Code, and as provided for in section 12.12 of the Plan, no stamp tax or similar tax shall be due as a result of any transfers performed or executed pursuantto the Plan, including, without limitation, in connection with the sale of the Real Property, the issuance, 122446198-1

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transfer or exchange of notes or the issuance of debt or equity securities under the Plan, the creation of any mortgage or other security interest, the making or assignment of any lease or sublease, or the making ordelivery of any deed or other instrument of transfer under, in furtherance of, or in connection with the Plan. 22. The occurrence of the Effective Date shall constitute authorization for the Reorganized Debtor to take or cause to be taken any corporate action necessary or appropriate for the effectuation of the Plan. All such actions are deemed approved, and all such actions and other matters provided for under thePlan involving corporate action to be taken by or required by the Reorganized Debtor will be authorized and approved in all respects and for all purposes without any requirement for further action. 23. Except as otherwise expressly provided for in the Plan or in the documents between the Debtor and Real Property Buyer, on the Effective Date, the property of the estate of the Debtor ( but excluding the Real Property which is being conveyed to the Real Property Buyer ) shall vest in the Reorganized Debtor free and clear of all Liens and Claims. To the extent the succession to the Debtor’s assets by the Reorganized Debtor under the Plan is deemed to constitute "transfers" of property by the Debtor, and with respect to any transfer of property by the Debtor on the Effective Date, such transfers of property by the Debtor (a) are or shall be legal, valid and effective transfers of property, (b) vest or shall vest the Reorganized Debtor or transferee with good title to such property, free and clear of all Liens, charges, claims, encumbrances or interests, except as expressly provided in the Plan or the documents between theDebtor and Real Property Buyer, (c) do not and shall not constitute avoidable transfers under the BankruptcyCode or under applicable non-bankruptcy law, and (d) do not and shall not subject the Reorganized Debtors 122446198-1

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or transferee to any liability by reason of such transfer under the Bankruptcy Code or under applicable non-bankruptcy law, including, without limitation, any laws affecting successor or transferee liability. 24. From and after the Effective Date, the Reorganized Debtor may operate its business, and may use, acquire and dispose of property, free of any restrictions imposed under the Bankruptcy Code, the Bankruptcy Rules and the Bankruptcy Court, other than those restrictions expressly imposed in the Plan or in connection with the documents between the Debtor and Real Property Buyer. 25. Pursuant to Section 10.02 of the Plan, neither the Debtor, the Reorganized Debtor, nor any Exculpated Person, shall have or incur any liability to any Person, including without limitation any holder ofa Claim or Equity Interest for any act or omission in connection with, related to, or arising out of, the Chapter 11 Case, negotiations regarding or concerning the Plan or any of its exhibits, the pursuit ofconfirmation of the Plan, the consummation of the Plan, the administration of the Plan or the property to be distributed under the Plan, except for willful misconduct or gross negligence, and, in all respects, the Debtor,Real Property Buyer, and each of their respective shareholders, members, officers, directors, employees,partners, affiliates, subsidiaries, advisors, professionals or agents shall be entitled to rely upon the advice ofcounsel with respect to their duties and responsibilities under the Plan. 26. Pursuant to Section VIII of the Plan, from and after the Effective Date, the Reorganized Debtor shall have the right to prosecute any Causes of Action that belong to the Debtor or Debtor In Possession, and the proceeds of such actions shall be retained by the Reorganized Debtor; provided, however, that, pursuant to the Plan, Transferred Avoidance Actions against any Person or Entity, that arose 122446198-1

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before the Effective Date, other than those expressly preserved or retained as part of or pursuant to the Plan or Confirmation Order, are waived by the Reorganized Debtor and its estate as of the Effective Date. 27. The provisions contained in Section 8.05 of the Plan, including without limitation, the provisions governing the procedures for resolving Disputed Claims, are found to be reasonable and arehereby approved. 28. The Debtor may, prior to the Effective Date, make appropriate technical adjustments and modifications to the Plan without further order or approval of the Bankruptcy Court, provided that such technical adjustments and modifications do not adversely affect in a material way the treatment of holders of Claims and Equity Interests and are filed on the Court’s docket and further subject to the qualifications contained in Section 12.03 of the Plan. 29. This Confirmation Order shall be binding upon and govern the acts of all persons and entities, including, without limitation, all filing agents, filing officers, title agents, title companies, recordersof mortgages, recorders of deeds, registrars of deeds, administrative agencies, governmental departments,secretaries of state, state and local officials, and all other persons and entities who may be required byoperation of law, the duties of their office, or contract, to accept, file, register, or otherwise record or releaseany documents or instruments. Each and every federal, state, and local government agency is hereby directed to accept any and all documents and instruments necessary, useful, or appropriate to effectuate, implement, and consummate the transactions contemplated by the Plan and this Confirmation Order without payment of any recording tax, stamp tax, transfer tax, or similar tax imposed by state or local law. 122446198-1

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30. Except as otherwise specifically provided in the Plan, all Persons or Entities who have held, hold, or may hold Claims or Equity Interests shall be precluded and permanently enjoined on and after the Effective Date from: (a) commencing or continuing in any manner any Claim, action, or other proceeding of any kind against the Debtor and/or its estate with respect to any Claim or Equity Interest, (b) the enforcement, attachment, collection, or recovery by any manner or means of any judgment, award, decree, or order against the Debtor or the Reorganized Debtor on account of any such Claim or Equity Interest, (c) creating, perfecting, or enforcing any encumbrance of any kind against the Debtor or the Reorganized Debtor or against the property of the Debtor or the Reorganized Debtor, and (d) commencing or continuing in any manner any action or other proceeding of any kind with respect to any claims that are extinguished, dismissed or released hereby or under the Plan. 31. In accordance with Section 12.21 of the Plan, any person or entity seeking allowance of compensation and reimbursement of expenses for professional services rendered to the Debtor, or in relation to the Chapter 11 Case pursuant to sections 327, 328, 331, 503 and/or 1103 of the Bankruptcy Code, shall file with the Court an application for allowance of compensation and reimbursement of expenses incurred within forty-five (45) days after the Effective Date and serve such application on, among others, counsel to the Reorganized Debtor and the Office of the United States Trustee. 32. The classification of Claims and Equity Interests for purposes of the distributions to be made under the Plan shall be governed solely by the terms of the Plan. Under Bankruptcy Code sections 1123(a) and 1142(a) and the provisions of this Confirmation Order, the Plan and all Plan-related documents shallapply and be enforceable notwithstanding any otherwise applicable non-bankruptcy law. 122446198-1

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33. Notwithstanding the terms of section 3.03 of the Plan regarding payments on the SBA Loan, the SBA has extended the date by which payments are due, and the Debtor shall therefore make payments of $ 641.00 per month commencing June 13, 2022, until the applicable maturity date under the SBA Loan Documents. 34. Section 9.02(g) of the Plan is hereby modified to state that the “Appeal shall have been withdrawn by the Debtor with prejudice or dismissed by the Debtor with prejudice.” Additional Provisions 35. The Transactions are undertaken by Buyer without collusion and in good faith, in accordance with Bankruptcy Code sections 363(m) and 363(n). Accordingly, the reversal or modification on appeal of the authorization provided herein to consummate the Transactions shall not affect the validity of the sale of the Real Property to Real Property Buyer, unless such authorization is duly stayed pending such appeal. Real Property Buyer is a good-faith purchaser of the Real Property and is entitled to all of the benefits and protections afforded by Bankruptcy Code section 363(m) and other applicable law. 36. The Debtor is authorized to enter into the Class 3A Promissory Note, Museum Lease and the Call Option Agreement copies of which were filed with the Court prior to the entry of this Order and all of the terms of which are hereby approved. Without limiting anything contained in this Confirmation Order or the Plan, the Real Property Buyer shall be entitled to the protections afforded it by the express provisions of(i) the last sentence of Section 7.03(a), (ii) Section 7.04(v) and (iii) the second and third sentences of Section 7.05 of the Plan. In the case where the Museum Lease has expired or is terminated and/or the Reorganized Debtor has not exercised or is unable to exercise its rights under the Call Option Agreement, then Real 122446198-1

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Property Buyer’s usage or disposition of the Real Property thereafter shall not be subject to the approval of this Court or the Attorney General of the Commonwealth of Pennsylvania. As provided for in Section 12.19 of the Plan as of the Effective Date, the Debtor and Reorganized Debtor waive their right to file a petition for relief under any insolvency proceeding, including an assignment for the benefit of creditors or under any chapter of the Bankruptcy Code including Chapter 7 or Chapter 11 at any time and further waive their right to extend the time under Section 365 to assume or reject leases of non-residential real property at any all times following the entry of this Order. The foregoing waivers were necessary and essential to the Real Property Buyer as an inducement to purchase the Real Property without which waivers the Real Property Buyer would not have agreed to fund the Plan. 37. The agreements, documents or other instruments required in order to transfer the Real Property, the Class 3A Promissory Note, the Museum Lease and Call Option Agreement may be modified, amended or supplemented by the parties thereto, in a writing signed by such parties, and in accordance withthe terms thereof, without further order of the Court. 38. The failure specifically to include any particular provisions of the Plan in this Confirmation Order shall not diminish or impair the effectiveness of such provisions, it being the intent of the Court thatthe Plan is hereby authorized and approved in its entirety, as it may be amended or supplemented in accordance with its terms and this Confirmation Order. 39. This Confirmation Order and the Plan: (a) shall be binding in all respects upon all creditors of and holders of equity interests in any Debtor (whether known or unknown), any holders of Interests, all non-Debtor parties to any of the Contracts, the Real Property Buyer and all successors and assigns of the Real122446198-1

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Property Buyer, the Debtor and its affiliates, the Real Property and any subsequent trustees appointed in thischapter 11 case or upon a conversion to chapter 7 under the Bankruptcy Code; and (b) shall not be subject to rejection. Nothing contained in the Plan or in this confirmation order, disclosure statement, or order approving disclosure statement shall conflict with or derogate from the provisions of this ConfirmationOrder, the Plan or the Transactions. 40. Each and every federal, state and local governmental agency or department is hereby directed to accept any and all documents and instruments necessary and appropriate to consummate the Transactions. 41. The provisions of this Confirmation Order are non-severable and mutually dependent. 42. This Court hereby retains the exclusive jurisdiction of this Chapter 11 Case pursuant to, and for the purposes of, the Plan and such other purposes as may be necessary and useful to aid the confirmation,consummation and implementation of the Plan and the Transactions to the fullest extent permitted under applicable law and in all cases including the retention of jurisdiction over all matters referenced in Section 11.01 of the Plan. All injunctions or stays provided for under Bankruptcy Code sections 105 or 362, or otherwise, and in existence on the Confirmation Date, shall remain in full force and effect until the Effective Date, unless the Plan or this Confirmation Order expressly provides otherwise. 43. This Confirmation Order shall constitute all approvals and consents required, if any, by the laws, rules or regulations of any state or any other governmental authority with respect to the implementation or consummation of the Plan and Transactions and any documents, instruments or agreements thereto, and any other acts referred to in or contemplated by the Plan, and any documents, instruments or agreements thereto. 122446198-1

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44. The Plan and its provisions shall be binding upon the Debtor, the Reorganized Debtor, and any holder of a Claim against or Equity Interest in the Debtor, including all governmental entities, whether or not the Claim or Equity Interest of such holder is impaired under the Plan and whether or not such holder or entity has accepted the Plan. The failure to reference any particular provision of the Plan in this Confirmation Order shall have no effect on the validity, binding effect and enforceability of such provision, and such provision shall have the same validity, binding effect and enforceability as every other provision ofthe Plan. 45. The fourteen day stay otherwise imposed by Bankruptcy Rules 6004(h), 6006(d) and 7062 is hereby waived, and this Order shall be effective immediately upon entry. Dated: The Honorable Magdeline D. Coleman United States Bankruptcy Judge 122446198-1

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EXHIBIT “A” Fourth Amended Chapter 11 Plan, as Revised on August 9, 2021 122446198-1

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