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Full title: Order Granting Expedited Relief and Establishing Procedures for the Resolution of Reclamation Claims and Administrative Claims Pursuant to Section 503(b)(9) of the Bankruptcy Code. (Related Doc # 14) (Whitney MNB) (Entered: 01/14/2021)

Document posted on Jan 13, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

After receipt of the timely filed Reclamation Claim and/or Twenty Day Claim by a particular Claimant, and an opportunity to review such demands – including, without limitation, whether the demand is subordinate to the rights of a holder of security interest in the applicable Goods or the proceeds thereof but, absent further order of the Court, no later than 60 days after the Claim Deadline (the “Notice Deadline”), the Debtor shall file with the Court a notice (the “Notice”) (i) listing the Reclamation Claim and/or Twenty Day Claim, (ii) the amount, if any, that the Debtor has determined to be valid for each such Reclamation Claim and/or Twenty Day Claim, and (iii) the amount, if any, that the Debtor disputes for each such Reclamation Claim and/or Twenty Day Claim and the reason(s) for such objection.Any Reclamation Claim and/or Twenty Day Claim included in the Notice as a valid claim and not the subject of a Notice Objection within 20 calendar days after service of the Notice shall be valid and resolved in the manner provided for in the Notice, provided that all issues relating to the treatment of any such allowed Reclamation Claim and/or Twenty Day claim shall be reserved for a later date;By complying with the Claims Procedures, a Claimant’s rights under 11 U.S.C. § 546(c) and/or 11 U.S.C. § 503(b)(9) shall not be prejudiced or limited in any way by (i) such Seller’s failure from and after entry of this order to (x) take, if applicable, any “selfhelp” measures with respect to the Goods subject to the Reclamation Claim and/or Twenty Day Claim, (y) institute an adversary proceeding or contested matter against the Debtor seeking to enforce its rights to reclamation, recovery of proceeds from the sale of goods or otherwise under the statute(s) asserted by the Claimant in support of its Reclamation Claim and/or Twenty Day Claim, or (z) continue to prosecute proceedings already commenced or (ii) the Debtor’s continued use, sale or shipment of the goods that may be subject to a Reclamation Claim and/or Twenty Day Claim after the date on which such Reclamation Claim and/or Twenty Day In the event that (a) all or a portion of a Reclamation Claim and/or Twenty Day Claim is disputed and no consensual resolution is reached between the Debtor and the Claimant; (b) a Notice is filed by the Debtor, but a Notice Objection is filed and remains unresolved, or (c) a Settlement Notice is filed by the Debtor, but a Settlement Objection is filed and remains unresolved, then, after a motion is filed for the Court to resolve the dispute, Notice Objection and/or Settlement Objection, but before a hearing on the motion takes place, the parties shall participate in a mediation, unless a party objects to participating in a mediation, such objection may be brought on an expedited basis, and if any such mediation is unsuccessful, the disputed claim shall be resolved by the Court after a hearing.Participation in the Claim Procedures shall not prejudice (

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MINNESOTA In re: Case No.: 21-30037 Tea Olive I, LLC d/b/a Stock+Field, Chapter 11 Case Debtor. ORDER (I) GRANTING EXPEDITED RELIEF AND (II) ESTABLISHING PROCEDURES FOR THE RESOLUTION OF RECLAMATION CLAIMS AND ADMINISTRATIVE CLAIMS ASSERTED PURSUANT TO SECTION 503(b)(9) OF THE BANKRUPTCY CODE This case came before the court on the Motion for an Order (I) Granting Expedited Relief and (II) Establishing Procedures for the Resolution of Reclamation Claims and Administrative Claims Asserted Pursuant to Section 503(b)(9) of the Bankruptcy Code (the “Motion”) filed by the above-captioned debtor (the “Debtor”). Based on the Motion and the record, IT IS ORDERED: 1. The request for expedited relief is granted. 2. The Debtor is authorized to resolve all reclamation claims asserted under 11 U.S.C. § 546(c) (the “Reclamation Claims”) and all administrative claims asserted under 11 U.S.C. § 503(b)(9) (the “Twenty Day Claims”) in accordance with the exclusive claims procedures set forth below (the “Claims Procedures”), which are approved and authorized in their entirety: a. Any party wishing to assert a Reclamation Claim and/or Twenty Day Claim (a “Claimant”) must complete a “Reclamation Claims” and/or “Twenty Day Claims” Form (the “Claims Form” substantially in the form attached as Exhibit A to the Motion). The Claimant must provide contact information for itself and its Counsel, a summary of the asserted Reclamation Claim and/or Twenty Day Claim, disclose whether it is asserting setoff or offset rights with respect to its Reclamation Claim and/or Twenty Day Claim, and provide supporting documents substantiating the amount, priority and type of Reclamation Claim and/or Twenty Day Claim. NOTICE OF ELECTRONIC ENTRY AND FILING ORDER OR JUDGMENT

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b. Any Claimant asserting a Reclamation Claim and/or Twenty Day Claim must deliver a copy of its Claim Form, by mail or e-mail, to the proposed counsel of the Debtor, Fredrikson & Byron, P.A. 200 South Sixth Street, Suite 4000, Minneapolis, Minnesota 55402, Attn: Samuel M. Andre, sandre@fredlaw.com, so that the proposed counsel of the Debtor shall receive the Claim Form on or before 60 calendar days after entry of the Order (the “Claim Deadline”). Any such Claimant shall also deliver a copy of its Claim Form to: (i) the Debtor, Tea Olive I, LLC d/b/a Stock+Field, 2600 Eagan Woods Drive, Eagan, MN 55121 Attn: Matt Whebbe; (ii) Second Avenue Capital Partners LLC, 75 Second Avenue, Suite 550, Needham Heights, MA 02494 Attn: Tea Olive Portfolio Manager; and (iii) Riemer & Braunstein LLP, Times Square Tower, Seven Times Square, Suite 2506, New York, NY 10036, Attn: Steven E. Fox, Esq., SFox@riemerlaw.com; and following the expiration of the Claim Deadline, which shall serve as a bar date for asserting that a claim should receive reclamation or section 503(b)(9) rights, but shall not bar any such creditor from asserting a related or unrelated general unsecured claim, creditors shall be forever barred from seeking or asserting reclamation or section 503(b)(9) rights; c. The Debtor shall send a copy of the Claim Form and the Order approving the Claims Procedures to any entity who sold Goods to the Debtor in the 45 days prior to the Filing Date as identified on its computerized list of vendors of Goods and to any potential Claimant who, prior to the entry of the Order, submitted or filed a reclamation demand, and/or section 503(b)(9) claim; d. After receipt of the timely filed Reclamation Claim and/or Twenty Day Claim by a particular Claimant, and an opportunity to review such demands – including, without limitation, whether the demand is subordinate to the rights of a holder of security interest in the applicable Goods or the proceeds thereof but, absent further order of the Court, no later than 60 days after the Claim Deadline (the “Notice Deadline”), the Debtor shall file with the Court a notice (the “Notice”) (i) listing the Reclamation Claim and/or Twenty Day Claim, (ii) the amount, if any, that the Debtor has determined to be valid for each such Reclamation Claim and/or Twenty Day Claim, and (iii) the amount, if any, that the Debtor disputes for each such Reclamation Claim and/or Twenty Day Claim and the reason(s) for such objection. The Debtor shall serve the Notice on (i) the Claimant, unless the Debtor and the Claimant mutually agree that the Notice may be served by e-mail; (ii) the U.S. Trustee; (iii) counsel for any Official Committee of Unsecured Creditors; (iv) parties entitled to receive notice in this chapter 11 case pursuant to Bankruptcy Rule 2002 and Local Rule 2002-1; (v) Second Avenue Capital Partners LLC, 75 Second Avenue, Suite 550, Needham Heights, MA 02494 Attn: Tea Olive Portfolio Manager; and (vi) Riemer & Braunstein LLP, Times Square Tower, Seven Times Square, Suite 2506, New York, NY 10036, Attn: Steven E. Fox, Esq. e. If the Debtor fails to file the Notice by the Notice Deadline, or at such later time as the Court may order, any Claimant may file a motion on its own behalf to seek relief with respect to its Reclamation Claim and/or Twenty Day Claim but, in no

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event, shall commence any such proceeding until the expiration of the Notice Deadline; f. All Notice Parties shall have the right and opportunity to object to the proposed resolution or priority of any Reclamation Claim and/or Twenty Day Claim asserted in the Notice, as set forth therein (the “Notice Objection”); g. Any Reclamation Claim and/or Twenty Day Claim included in the Notice as a valid claim and not the subject of a Notice Objection within 20 calendar days after service of the Notice shall be valid and resolved in the manner provided for in the Notice, provided that all issues relating to the treatment of any such allowed Reclamation Claim and/or Twenty Day claim shall be reserved for a later date; h. By complying with the Claims Procedures, a Claimant’s rights under 11 U.S.C. § 546(c) and/or 11 U.S.C. § 503(b)(9) shall not be prejudiced or limited in any way by (i) such Seller’s failure from and after entry of this order to (x) take, if applicable, any “selfhelp” measures with respect to the Goods subject to the Reclamation Claim and/or Twenty Day Claim, (y) institute an adversary proceeding or contested matter against the Debtor seeking to enforce its rights to reclamation, recovery of proceeds from the sale of goods or otherwise under the statute(s) asserted by the Claimant in support of its Reclamation Claim and/or Twenty Day Claim, or (z) continue to prosecute proceedings already commenced or (ii) the Debtor’s continued use, sale or shipment of the goods that may be subject to a Reclamation Claim and/or Twenty Day Claim after the date on which such Reclamation Claim and/or Twenty Day Claim was duly perfected, provided, however, that by requesting and participating in the Claims Procedures the Debtor is not waiving any defense to a Reclamation Claim resulting from the failure of a Claimant to timely comply with any requirement under section 546(c) to make a reclamation demand; i. Notwithstanding and without limiting the foregoing, the Debtor is authorized, but not required to negotiate with any Claimant and to seek an agreement with any Claimant to resolve its Reclamation Claim and/or Twenty Day Claim. If the Debtor and a Claimant are able to agree on the validity and/or amount of the subject Reclamation Claim and/or Twenty Day Claim, the Debtor shall prepare a notice of settlement (the “Settlement Notice”), file it with the Court, and serve such Settlement Notice on the Notice Parties. The Notice Parties shall have 14 days from service and filing of the Settlement Notice (the “Objection Deadline”) to file with the Court an objection thereto (a “Settlement Objection”). Settlement Objections must be served so as to be received by the Debtor, the Debtor’s counsel, the applicable Claimant, and the non-objecting Notice Parties on or before the Objection Deadline; j. If no Settlement Objection with respect to a Settlement Notice is timely filed and served, the subject Reclamation Claim and/or Twenty Day Claim shall be resolved in accordance with the Settlement Notice without further order of the Court. If a Settlement Objection is timely filed and served, the parties may negotiate a

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consensual resolution of such objection to be incorporated in a stipulation filed with the Court (a “Settlement Stipulation”). Upon the filing of a Settlement Stipulation, the applicable Reclamation Claim and/or Twenty Day Claim shall be resolved in accordance with the terms of the Settlement Stipulation without further order of the Court. If no consensual resolution of the Settlement Objection is reached within 30 calendar days after the date of the Settlement Objection, unless such period is extended by application filed with the Court, the Debtor thereafter shall file a motion for the Court to resolve the Settlement Objection and the same shall be set for hearing; k. In the event that (a) all or a portion of a Reclamation Claim and/or Twenty Day Claim is disputed and no consensual resolution is reached between the Debtor and the Claimant; (b) a Notice is filed by the Debtor, but a Notice Objection is filed and remains unresolved, or (c) a Settlement Notice is filed by the Debtor, but a Settlement Objection is filed and remains unresolved, then, after a motion is filed for the Court to resolve the dispute, Notice Objection and/or Settlement Objection, but before a hearing on the motion takes place, the parties shall participate in a mediation, unless a party objects to participating in a mediation, such objection may be brought on an expedited basis, and if any such mediation is unsuccessful, the disputed claim shall be resolved by the Court after a hearing. 3. Participation in the Claim Procedures shall not prejudice (i) a Claimant’s right to challenge the amount of any postpetition payment made to the Claimant, (ii) the Debtor’s right to challenge the amount of any prepetition claims asserted by the Claimant, and (iii) the Debtor’s right to challenge the amount set forth in the Notice with respect to any Reclamation Claims and/or Twenty Day Claims. 4. The foregoing Claims Procedures are the sole and exclusive method for the resolution and payment of any and all Reclamation Claims and Twenty Day Claims asserted against the Debtor, except as further modified by the court. 5. All parties are prohibited and stayed from taking any other action for the resolution or treatment of their Reclamation Claims and/or Twenty Day Claims, including, without limitation, (a) commencing adversary proceedings or contested matters against the Debtor in connection with any Reclamation Claims and/or Twenty Day Claims, (b) seeking to obtain possession of any

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goods, except as permitted by the Claims Procedures, or (c) otherwise interfering with the delivery of any Goods to the Debtor. 6. By entering into the Claims Procedures and complying with the procedures set forth in the Claims Procedures, the Debtor is not waiving the protections of the automatic stay imposed by 11 U.S.C. § 362. 7. All adversary proceedings and contested matters, whether currently pending or initiated in the future, in connection with any Reclamation Claim or Twenty Day Claims, except those proceedings initiated by the Debtor in accordance with these Claims Procedures, are stayed and any claims asserted therein shall be resolved exclusively pursuant to the Claims Procedures set forth herein, unless otherwise ordered by this Court. 8. Nothing contained in this order shall limit the Debtor’s ability to make payments to creditors in accordance with any other order of this court, regardless of whether such creditors have asserted Reclamation Claims and/or Twenty Day Claims. 9. Nothing contained in this order shall be deemed a determination that any Reclamation Claim or Twenty Day Claim is valid, or entitled to an administrative expense claim (and, if so entitled, the time at which such claim should be paid) or replacement lien. /e/ William J. Fisher Dated: January 14, 2021 William J. Fisher United States Bankruptcy Judge