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Full title: Report & Hearing Agenda (Re: 500 Objection to Claim) filed by Debtor TPS Oldco, LLC (Ricotta, Paul) (Entered: 06/07/2021)

Document posted on Jun 6, 2021 in the bankruptcy, 52 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

• Airport Plaza LLC (Claim No. 445): i. Grounds for Debtors’ Objection: The Debtors objected to Claim No. 445 filed by Airport Plaza LLC (“Airport Plaza”) on the basis that the claim was in excess of the statutory cap applicable to claims by landlords for rent under section 502(b)(6).Claimant Dated Filed Claim as Filed Claim as Modified Reason for Reclassification and ReductionPriority Claim: $0.00 Priority Claim: $0.00 Certain invoices attached to the proof of claim totaling $36,842.64 are duplicativeGeneral Unsecured Claim : $210,801.15 General Unsecured Claim : $173,958.51 of invoices attached to Claimant's other proof of claim filed in this case (Claim No90 Lotus and Luna 8/13/2020 196), which is identified as a "Surviving Claim" on Schedule 7.Priority Claim (507(a)(4)): $8,764.40 Priority Claim: $0.00General Unsecured Claim: $0.00 General Unsecured Claim: $8,764.40 Based on the Debtor's books and records as well as documentation attached to t99 Mulberry Studios USA, Inc. 8/17/2020 proof of claim, Claimant is only entitled to a general unsecured claim.Claimant Dated Filed Claim as Filed Claim as Modified Reason for Reclassification and Reduction445 Airport Plaza LLC 44250 Priority Claim: $0.00 Priority Claim: $0.00 Claimant's claim arises from the rejection of a lease and, therefore, is subject to tGeneral Unsecured Claim : $404,942.00 General Unsecured Claim: $126,275.42 statutory cap under section 502(b)(6).Lotus and Luna 8/13/2020 Priority Claim: $0.00 Priority Claim: $0.00 Certain invoices attached to the proof of claim totaling $36,842.64 are duplicativGeneral Unsecured Claim : $210,801.15 General Unsecured Claim : $173,958.51 invoices attached to Claimant's other proof of claim filed in this case (Claim No.

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MASSACHUSETTS (CENTRAL DIVISION) ------------------------------------------------------------x : In re : Chapter 11 : TPS Oldco, LLC, et al., : Case No. 20-40743 (CJP) : Debtors.1 : (Jointly Administered) : ------------------------------------------------------------x REPORT AND HEARING AGENDA WITH RESPECT TO THE DEBTORS’ FIRST OMNIBUS OBJECTION TO CLAIMS [DOCKET NO. 500] TPS Oldco, LLC (f/k/a The Paper Store, LLC) and its debtor affiliate, TPS Holdings, LLC, as debtors and debtors-in-possession in the above-captioned chapter 11 cases (collectively, the “Debtors”), pursuant to Rule 3007-1 of the Local Rules of the United States Bankruptcy Court for the District of Massachusetts, submit this report and hearing agenda with respect to the Debtors’ First Omnibus Objection to Certain (I) Duplicative Claims, (II) Assigned Claims, (III) No Liability Claims, (IV) Satisfied Claims, (V) Reclassified and/or Modified Claims, (VI) Late Claims, (VII) Amended and Superseded Claims, and (VIII) Wrong Debtor Claims [Docket No. 500] (the “Omnibus Objection”) scheduled for hearing on June 9, 2021 at 1:30 p.m. and state as follows2: 1. On April 26, 2021, the Debtors filed the Omnibus Objection seeking to disallow, expunge and/or modify 92 unsecured claims asserted against the Debtors (the “Disputed Claims”). The deadline for parties to respond to the Omnibus Objection was May 28, 2021 at 4:30 p.m. (ET) (the “Objection Deadline”). See Notice of Telephonic Nonevidentiary Hearing [Docket No. 501] 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are TPS Oldco, LLC (2442) and TPS Holdings, LLC (9193). The Debtors’ corporate headquarters and service address is c/o G2 Capital Advisors LLC | 420 Boylston Street, Suite 302 | Boston MA 02116 | Attention: Don Van der Wiel, Managing Director. 2 Unless otherwise defined herein, all capitalized terms have the meaning ascribed to such terms as in the Omnibus Objection.

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(the “Hearing Notice”). The Omnibus Objection and the Hearing Notice were served on holders of the Disputed Claims by first class mail and/or by electronic mail. See Docket No. 502. Objections to Claims to Which No Timely Responses Were Filed 2. Of the 92 Disputed Claims subject to objection, the Debtors did not receive any responses from 87 of such Disputed Claims. The Disputed Claims for which no response was received are identified on Exhibit A attached hereto, and are listed alphabetically together with the basis for the Debtors’ objection and, as applicable, the proposed modified amounts and priority of such claims. The Debtors request that the Court disallow, expunge and/or modify the Disputed Claims identified on Exhibit A in accordance with the proposed order submitted herewith. Objections to Claims for Which the Debtors Received a Timely Response 3. The Debtors received timely responses from the holders of 5 of the 92 Disputed Claims. All issues raised by the holders of such Disputed Claims have been resolved as described below. • Airport Plaza LLC (Claim No. 445): i. Grounds for Debtors’ Objection: The Debtors objected to Claim No. 445 filed by Airport Plaza LLC (“Airport Plaza”) on the basis that the claim was in excess of the statutory cap applicable to claims by landlords for rent under section 502(b)(6). ii. Response by Claimant: Counsel for Airport Plaza contacted counsel for the Debtors disputing the proposed modification to Airport Plaza’s claim on the grounds that the section 502(b)(6) cap had been incorrectly calculated. iii. Resolution: Following additional analysis and communications between the parties, the Debtors determined that any difference in calculation was insignificant. The Debtors have agreed to withdraw their objection to Airport Plaza’s claim, which should be allowed as filed.

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• Alex and Ani (Claim No. 230): i. Grounds for Debtors’ Objection: The Debtors objected to Claim No. 230 filed by Alex and Ani (“A&A”) on the basis that it was filed against the wrong debtor entity, i.e. TPS Holdings, Inc, and is duplicative of an identical claim filed against Debtor, TPS Oldco, LLC f/k/a The Paper Store, LLC [Claim No. 229]. Claim No. 229 is a claim for damages under a prepetition vendor contract (the “A&A Agreement”). The Debtors do not contest the amount of the claimant’s prepetition damages under its executory contract. ii. Response by Claimant: Counsel for A&A contacted counsel for the Debtors and inquired as to the treatment of the A&A Agreement by the buyer of the Debtors’ assets. The Debtors have referred A&A to counsel the buyer. iii. Proposed Resolution: In order to give A&A an opportunity to confer with the Buyer about the A&A Agreement, the Debtors agreed to give A&A an extension of the time to respond to the Omnibus Objection until June 8, 2021 at 4:30 p.m. (ET) (see Order at Docket No. 518). In the absence of a consensual resolution between A&A and the buyer, the Debtors will request that the Court schedule an evidentiary hearing with respect to their objection to Claim No. 230 on the grounds that it is duplicative of Claim No. 229. • Connecticut Department of Revenue Services (Claim No. 422): i. Basis for Debtors’ Objection: The Debtors objected to Claim No. 422 filed by the Connecticut Department of Revenue Services (the “CDRS”) on the basis that the section 507(a)(8) portion of CDRS’s claim ($31,360.68) had been assumed and satisfied by the Buyer. ii. Response by Claimant: The CDRS filed a response to the Omnibus Objection [Docket No. 509] (the “CDRS Response”) in which it acknowledges that it received a payment of $31,360.68, but asserts that a balance of $9,922.53 remains outstanding. The CDRS also filed an amended proof of claim [Claim No. 449]. iii. Proposed Resolution: The Debtors provided the CDRS with proof of payment of its section 507(a)(8) claim in full, including the alleged outstanding balance of $9,922.53, and engaged in a telephonic conference with counsel for the CDRS on June 2, 2021. The CDRS has since confirmed receipt of the Debtors’ payments in full, thereby completely resolving the issues raised in the CDRS Response, and such resolution has been incorporated into the revised, proposed order attached hereto.

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• Department of Treasury – IRS (Claim Nos. 154, 368, 429, 443): i. Basis for Debtors’ Objection: The Debtors objected to Claim Nos. 154, 368, 429 and 443 filed by the United States Department of Treasury – Internal Revenue Service (the “IRS”) on the basis that such claims had been assumed by the Buyer. Claim Nos. 154, 368 and 429 were amended and, effectively, superseded by Claim No. 443. ii. Response by Claimant: Counsel for the IRS contacted counsel for the Debtors to dispute the proposed disallowance of the IRS’s claim. iii. Resolution: Following additional analysis and communications between the parties, the Debtors have agreed to withdraw their objection to the IRS’s claim without prejudice. • Gilli, Inc. (Claim No. 421): i. Basis for Debtors’ Objection: The Debtors objected to Claim No. 421 filed by Gilli, Inc. (“Gilli”) on the basis that such claim was filed after the Bar Date. ii. Response by Claimant: Counsel for Gilli contacted counsel for the Debtors regarding the value of Gilli’s general unsecured claim as scheduled by the Debtors. iii. Resolution: Following additional analysis and communications between the parties, the Debtors and Gilli have agreed that Gilli will have a general unsecured claim in the amount of $101,444.50. Revised Proposed Order 4. The Debtors have prepared a revised, proposed order granting the relief requested in the Omnibus Objection as modified by the various agreements set forth above. Attached hereto as Exhibit B is a copy of the revised, proposed order. Attached hereto as Exhibit C is a redline version of the revised, proposed order that shows the changes from the initial, proposed order filed at the time of the filing of the Omnibus Objection. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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Dated: June 7, 2021 Boston, Massachusetts /S/PAUL J.RICOTTA Paul J. Ricotta, Esq. (BBO# 552028) Timothy J. McKeon, Esq. (BBO# 569395) MINTZ LEVIN COHN FERRIS GLOVSKY AND POPEO, P.C. One Financial Center Boston, MA 02111 Tel: 617-542-6000 pjricotta@mintz.com tjmckeon@mintz.com -and- Kaitlin R. Walsh, Esq. (admitted pro hac vice) Chrysler Center 666 Third Avenue New York, NY 10017 Tel: 212-935-3000 krwalsh@mintz.com Attorneys for Debtors and Debtors-in-Possession

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MASSACHUSETTS (CENTRAL DIVISION) ------------------------------------------------------------x : In re : Chapter 11 : TPS Oldco, LLC, et al., : Case No. 20-40743 (CJP) : Debtors.3 : (Jointly Administered) : ------------------------------------------------------------x CERTIFICATE OF SERVICE I, Paul J. Ricotta, hereby certify that the foregoing Report and Hearing Agenda (the “Report”) was filed via the Court’s CM/ECF electronic filing system (“CM/ECF”), which sent notice of the Report to all parties receiving notification through CM/ECF. Dated: June 7, 2021 Boston, Massachusetts /s/ Paul J. Ricotta Paul J. Ricotta, Esq. (BBO# 552028) MINTZ LEVIN COHN FERRIS GLOVSKY AND POPEO, P.C. One Financial Center Boston, MA 02111 Tel: 617-542-6000 Email: pjricotta@mintz.com 3 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are TPS Oldco, LLC (2442) and TPS Holdings, LLC (9193). The Debtors’ corporate headquarters and service address is c/o G2 Capital Advisors LLC | 420 Boylston Street, Suite 302 | Boston MA 02116 | Attention: Don Van der Wiel, Managing Director.

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EXHIBIT A

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Report and Hearing Agenda with Respect to the Debtors' First Omnibus Objection to Claims [Docket No. 500]Exhibit A General Unsecured Priority Claim General Unsecured Priority Claim SurviviDebtors' Basis for Creditor Claim No. Claim Asserted by Asserted by Claim After After Claim Objection to Claim Creditor Creditor Objection Objection (if an n 416 $19,710.00 $0.00 Late Filed Claim $0.00 $0.00 N/A Fabercastell USA 179 $19,928.73 - Wrong Debtor $19,928.73 - 179 Leasing LTD 259 $10,766.30 - Assumed by NewCo $0.00 - N/A GM Financial Leasing Amended and da Blue & Co., LLC 91 $25,344.00 - $25,344.00 - 307 Superseded t Inc. 439 $10,111.19 - Late Filed Claim - - N/A chocolate design, inc. 373 $6,820.20 - No Liability - - N/A cb stuffer Chocolate Design 3 $6,820.20 - Duplicative $6,820.20 - 372 CB Stuffer rine Sodano 423 $64,112.83 - Late Filed Claim - - N/A F LEOMINSTER 80 $17,729.50 - No Liability - - N/A f Marlborough - Collectors Office 255 $539.17 - Duplicative $539.17 - 303la, LLC 414 $8,314.00 - Wrong Debtor $8,314.00 - 414 ive Education 142 $1,001.07 - Duplicative $1,001.07 - 320 epartment of Treasury - Internal Amended and 134 $100.00 - $0.00 - 190 ue Service Superseded Bela Shreds LLC 40 $2,520.00 - Duplicative $2,520.00 - 238 sign LLC 222 $17,972.00 - Duplicative $18,058.68 - 223 Erin Condren Design Amended and 's Closet 30 $50,486.00 - $50,486.00 - 236 Superseded

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Report and Hearing Agenda with Respect to the Debtors' First Omnibus Objection to Claims [Docket No. 500]Exhibit A General Unsecured Priority Claim General Unsecured Priority Claim SurviviDebtors' Basis for Creditor Claim No. Claim Asserted by Asserted by Claim After After Claim Objection to Claim Creditor Creditor Objection Objection (if an Resources LLC 338 $278,694.46 - No Liability - - N/A Suez Energy Resources NA Inc. Hermes Agent for Super Impulse 121 $5,477.70 - Satisfied Claim - - N/A Hermes N.A. Insurance Co. Agent tural Life Collections, Inc. (Claim 271.01 $133,499.28 - Duplicative $133,499.28 - 347447131) Amended and Hermes Agent for Zorbitz Inc. 64 $13,080.00 - - Superseded $7,680.00 260 Amended and Hermes Agent for Zorbitz Inc. 233 $7,680.00 - - Superseded urg Hardware Company Amended and 86 $573.75 - $573.75 - 261 FHC Industrial Supply Superseded Amended and y Jewels, Inc. 207 $2,112.00 - $2,112.00 - 213 Superseded Amended and ique de France 97 $19,303.20 - $19,303.20 - 98 Superseded Series, LLC 46 $19,764.00 - Duplicative $19,764.00 - 293 Sportula Products or YouTheFan Amended and Ella 420 $55,164.40 - $26,813.00 - 441 Superseded Ella LLC 441 $26,813.00 - Wrong Debtor $26,813.00 - 441 Amended and h D'Arezzo, Inc. 111 $9,000.00 - $9,000.00 - 211 Superseded

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Report and Hearing Agenda with Respect to the Debtors' First Omnibus Objection to Claims [Docket No. 500]Exhibit A General Unsecured Priority Claim General Unsecured Priority Claim SurviviDebtors' Basis for Creditor Claim No. Claim Asserted by Asserted by Claim After After Claim Objection to Claim Creditor Creditor Objection Objection (if an Prchlik Amended and 49 $914.40 - $914.40 - 331 Cape Cod Chokers Superseded Prchlik 49 $914.40 - Duplicative $914.40 - 331 Capte Code Chokers EE DESIGNS INC 22 $24,911.55 - Duplicative Hermes Agent for Kay Dee $24,911.55 - 336 120 $24,911.55 - Duplicative ns Hart 42 $56,096.33 - Duplicative $56,173.83 - 249 Hart LTD. 178 $11,702.10 - Duplicative OS 92 $20,795.44 - Satisfied Claim - - N/A Tanner Designs LLC 23 $23,003.20 - Duplicative $23,003.30 - 363 Foterra Jewelry adget Group Inc. 427 $11,789.28 - Duplicative $11,789.29 - 89Capital Funding, LLC (Acct#100- 406 $9,414.24 - Assumed by NewCo - - N/A 01-001) Reduce and/or ard Press, Inc 69 $75,265.64 $173,217.81 $115,114.63 $133,368.82 69Modify Kids 351 $9,456.60 - Duplicative $9,906.60 - 193 Amended and Holdings LLC 50 $56,010.00 - $5,406.00 - 431 Superseded Reduce and/or and Luna 90 $210,801.15 $0.00 $173,958.51 $0.00 90 Modify Amended and and Luna, Inc. 189 $74,635.52 - $74,635.52 - 196 Superseded achusetts Department of Reduce and/or 365 $2,940.43 $1,636.62 $18.96 $137.13 365 ue Modify

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Report and Hearing Agenda with Respect to the Debtors' First Omnibus Objection to Claims [Docket No. 500]Exhibit A General Unsecured Priority Claim General Unsecured Priority Claim SurviviDebtors' Basis for Creditor Claim No. Claim Asserted by Asserted by Claim After After Claim Objection to Claim Creditor Creditor Objection Objection (if an achusetts Department of Amended and 122 $4,460.25 - $4,577.05 - 365 ue Superseded SPORTSWEAR 4 $19,980.00 - Assumed by NewCo - - N/A Sportswear, INC. 275 $6,600.00 - Assumed by NewCo - - N/A gan Department of Treasury 135 $8,410.93 - Satisfied Claim - - N/Aglow LLC 1 $37,519.00 - Duplicative $37,519.00 - 296 ROSSMANS PAPER CO 428 $1,179.12 - Late Filed Claim - - N/A Reduce and/or erry Studios USA, Inc. 99 $0.00 $8,764.40 $8,764.40 $0.00 99Modify Amended and al Sales, Inc. 182 $11,232.00 - $11,232.00 - 183 Superseded ella Inc. Amended and 208 $8,088.14 - $11,554.50 - 209 Pastore Associates Superseded nal Book Network, Inc 425 $3,563.08 - Late Filed Claim - - N/AReduce and/or ngland Models Group Inc. 281 $0.00 $562.50 $562.50 $0.00 281Modify ngland Models Group Inc. 94 $562.50 - Duplicative $562.50 - 281 NEMG Inc. Gas Company Amended and 160 $276.23 - $39,151.47 - 159 Eversource Energy Superseded Reduce and/or RTUNITIES INC 435 $0.00 $28,190.70 $28,190.70 $0.00 435 Modify RTUNITIES INC. 203 $28,190.70 - Duplicative $28,190.70 - 435RJAM LLC 446 $3,024.93 - Late Filed Claim - - N/A

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Report and Hearing Agenda with Respect to the Debtors' First Omnibus Objection to Claims [Docket No. 500]Exhibit A General Unsecured Priority Claim General Unsecured Priority Claim SurviviDebtors' Basis for Creditor Claim No. Claim Asserted by Asserted by Claim After After Claim Objection to Claim Creditor Creditor Objection Objection (if an Provisions 34 $6,240.00 - Duplicative $6,240.00 - 360 LLC 117 $540.00 - Duplicative $540.00 - 254 Mila Wholesale ble Cards 28 $6,034.50 - Duplicative $6,034.50 - 295 ESSENCE LLC 33 $561.00 - Duplicative $561.00 - 323 Amended and 437 $68,292.00 - $76,198.00 - 438 Bungalow LLC Superseded of New Jersey Division of Amended and 418 $245,000.00 - $0.00 - 444 ion Bankruptcy Section Superseded OF RHODE ISLAND - RHODE 432 $79.45 - Late Filed Claim - - N/A D DIVISION OF TAXATION OF RHODE ISLAND - RHODE 433 $400.79 - Late Filed Claim - - N/A D DIVISION OF TAXATION OF RHODE ISLAND - RHODE 434 $327.30 - Late Filed Claim - - N/A D DIVISION OF TAXATION Amended and fina USA LLC 11 $9,800.00 - $9,888.00 - 72 Superseded wer Food Company Amended and 8 $1,262.85 - $2,120.35 - 9 Sunflower Hills Inc. Superseded ECK TRANSPORT CO LLC 137 $89,137.00 - Assumed by NewCo - - N/A USA 123 $3,106.50 - Duplicative $3,106.50 - 251 OLLECTOR, CITY OF NORWALK 112 $1,063.10 - Satisfied Claim - - N/A

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Report and Hearing Agenda with Respect to the Debtors' First Omnibus Objection to Claims [Docket No. 500]Exhibit A General Unsecured Priority Claim General Unsecured Priority Claim SurviviDebtors' Basis for Creditor Claim No. Claim Asserted by Asserted by Claim After After Claim Objection to Claim Creditor Creditor Objection Objection (if an ational Bank, successor by er to Winthrop Resources ration 195 $841,962.24 - Assumed by NewCo - - N/A Winthrop Resources ration IT Group Commercial Services, Amended and 74 $83,608.58 - $77,250.58 - 442 Superseded renz, Inc. 184 $4,762.12 - Duplicative $37,023.17 - 169 of Canton 415 $2,426.00 - Satisfied Claim - - N/A of Fairfield 304 $829.29 - Satisfied Claim - - N/A wn of Fairfield Tax Collector of Fairfield Amended and 79 $1,658.58 - $829.29 - 304 wn of Fairfield Tax Collector Superseded of West Hartford - Tax Collector 324 $3,062.48 - Satisfied Claim - - N/A Virginia State Tax Department 21 $6,742.00 - Satisfied Claim - - N/A Mountain Puzzles, Inc. 101 $24,523.20 - Duplicative $7,835.52 - 173TOTAL $2,981,504.67 $212,372.03 $1,273,248.80 $133,505.95 TOTAL CLAIMS ASSERTED $3,193,876.70 TAL CLAIMS AFTER OBJECTION $1,406,754.75

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EXHIBIT B

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MASSACHUSETTS (CENTRAL DIVISION) ------------------------------------------------------------x : In re : Chapter 11 : TPS Oldco, LLC, et al., : Case No. 20-40743 (CJP) : Debtors.1 : (Jointly Administered) : ------------------------------------------------------------x ORDER GRANTING DEBTORS’ FIRST OMNIBUS OBJECTION TO CERTAIN (I) DUPLICATIVE CLAIMS, (II) ASSIGNED CLAIMS, (III) NO LIABILITY CLAIMS, (IV) SATISFIED CLAIMS, (V) RECLASSIFIED AND/OR MODIFIED CLAIMS, (VI) LATE CLAIMS, (VII) AMENDED AND SUPERSEDED CLAIMS, AND (VIII) WRONG DEBTOR CLAIMS Upon the omnibus objection (the “Claims Objection”)2 of TPS Oldco, LLC (f/k/a The Paper Store, LLC) and its debtor affiliate, TPS Holdings, LLC, as debtors and debtors-in-possession in the above-captioned chapter 11 cases (collectively, the “Debtors”), pursuant to section 502(b) of the Bankruptcy Code, Bankruptcy Rule 3007 and MLBR 3007-1, for entry of an order as more fully set forth in the Claims Objection, (i) disallowing and expunging certain Claims, (ii) reducing and reclassifying certain Claims, and (iii) reclassifying certain Claims; and the Court having jurisdiction to consider the Claims Objection and the relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334; and consideration of the Claims Objection and the requested relief being a core proceeding pursuant to 28 U.S.C. § 157(b); and venue being proper before the Court pursuant to 28 U.S.C. §§ 1408 and 1409; and due and proper notice of the Claims Objection having 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are TPS Oldco, LLC (2442) and TPS Holdings, LLC (9193). The Debtors’ corporate headquarters and service address is c/o G2 Capital Advisors LLC | 420 Boylston Street, Suite 302 | Boston MA 02116 | Attention: Don Van der Wiel, Managing Director. 2 Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Claims Objection.

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been provided to the Notice Parties (as described in the Claims Objection) under the circumstances; and it appearing that no other or further notice need be provided; and the Court having reviewed the Claims Objection; and any responses to the Claims Objection having been withdrawn, resolved or overruled; and the Court having determined that the legal and factual bases set forth in the Claims Objection establish just cause for the relief granted herein; and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY FOUND, DETERMINED AND ORDERED THAT: 1. Notice of the Claims Objection as provided therein was good and sufficient notice of the Claims Objection to all parties entitled to notice thereof, and no other or further notice of the Claims Objection is required. 2. The relief requested by the Claims Objection is granted, and each objection thereto is overruled or determined as set forth herein. 3. Each Duplicate Claim identified on Schedule 1 (attached hereto and incorporated herein by reference) in the column under the heading “Claims To Be Disallowed” is disallowed and expunged in its entirety. Each claim identified on Schedule 1 in the column under the heading “Surviving Claims” is unaffected by the relief granted herein. 4. Each Assigned Claim listed on Schedule 2 (attached hereto and incorporated herein by reference) is disallowed and expunged in its entirety. 5. Each No Liability Claim listed on Schedule 3 (attached hereto and incorporated herein by reference) is disallowed and expunged in its entirety. 6. Each Satisfied Claim listed on Schedule 4 (attached hereto and incorporated herein by reference) is disallowed and expunged in its entirety.

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7. Each Reclassified and/or Reduced Claim is hereby reclassified and/or reduced as specified on Schedule 5 (attached hereto and incorporated herein by reference) as follows: each claim identified in the column on Schedule 5 under the heading “Claim as Filed” is modified to reflect a claim in the priority and amount set forth in the column on Schedule 5 under the heading “Claim as Modified”. 8. Each Late Claim listed on Schedule 6 (attached hereto and incorporated herein by reference) is disallowed and expunged in its entirety. 9. Each Amended and Superseded Claim identified on Schedule 7 (attached hereto and incorporated by reference) in the column under the heading “Claims to Be Disallowed” is disallowed and expunged in its entirety. Each claim identified on Schedule 7 in the column under the heading “Surviving Claims” is unaffected by the relief granted herein. 10. Each Wrong Debtor Claim is hereby reclassified as specified on Schedule 8(attached hereto and incorporated herein by reference) as follows: each claim identified on Schedule 8 is reclassified as a claim filed in the case number and against the Debtor listed in the column on Schedule 8 under the heading “Reclassified Debtor and Case Number.” 11. Any and all claims held by the Connecticut Department of Revenue Services (the “CDRS”) against the Debtors have been fully satisfied by or on behalf of the Debtors, and Claim Nos. 442 and 449, filed by CDRS, shall be disallowed and expunged; provided, however, that CDRS is hereby allowed a general unsecured claim against the Debtors in the amount of $100. 12. Gilli, Inc. is hereby allowed a general unsecured claim against the Debtors in the amount of $101,444.50.

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13. The Debtors and their claims and noticing agent, Donlin, Recano & Company, Inc., and the Clerk of this Court are authorized to take all actions necessary or appropriate to give effect to this Order. 14. The Debtors have reserved the right to file a subsequent objection to any of the Disputed Claims on any grounds not stated in the Claims Objection. 15. The objections by the Debtors to each Disputed Claim, as set forth in the Claims Objection, constitute separate contested matters as contemplated by Bankruptcy Rule 9014 and MLBR 3007-1. This Order shall be deemed a separate Order with respect to each Disputed Claim. Any stay of this Order pending appeal obtained by any Claimants whose Disputed Claims are subject to this Order shall only apply to the contested matter which involves such Claimant, and shall not act to stay the applicability and/or finality of this Order with respect to the other contested matters applicable to any other Disputed Claims. 16. This Court shall retain jurisdiction to hear and determine all matters arising from or related to the implementation and enforcement of this Order. Dated: , 2021 Christopher J. Panos United States Bankruptcy Judge

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Table 1 on page 19. Back to List of Tables
Claims to be Disallowed None None None None Surviving Claims None None None
Duplicate
Claim No.
Claimant Dated Filed Claim Amount Surviving
Claim No.
Claimant Dated Filed Claim Amount
1 3 Bacci Chocolate Design
d/b/a CB Stuffer
7/16/2020 $6,820.20 372 bacci chocolate design
d/b/a cb stuffer
11/29/2020 $6,820.20
2 49 Katie Prchlik
d/b/a Capte Code Chokers
8/4/2020 $914.40 331 Katie Prchlik
d/b/a Capte Code Chokers
11/2/2020 $914.40
3 255 City of Marlborough - Collectors Office 10/19/2020 $539.17 303 City of Marlborough - City Collector 10/23/2020 $539.17
4 142 Creative Education 9/9/2020 $1,001.07 320 Creative Education 10/29/2020 $1,001.07
5 40 Dona Bela Shreds LLC 7/28/2020 $2,520.00 238 Dona Bella Shreds 10/14/2020 $2,520.00
6 222 EC Design LLC
a/k/a Erin Condren Design
10/11/2020 $17,972.00 223 EC DESIGN LLC 10/12/2020 $18,058.68
7 271 Euler Hermes N.A. Insurance Co. Agent of Natural
Life Collections, Inc. (Claim Id 000447131)
10/20/2020 $133,499.28 347 Natural Life Collections 11/11/2020 $133,499.28
8 46 IDNA Series, LLC
a/k/a Sportula Products or YouTheFan
7/30/2020 $19,764.00 293 Idna Series LLC
a/k/a You The Fan
10/26/2020 $19,764.00
9 22 KAY DEE DESIGNS INC 7/22/2020 $24,911.55 336 KAY DEE DESIGNS INC 11/4/2020 $24,911.55
10 120 Euler Hermes Agent for Kay Dee Designs 8/24/2020 $24,911.55 None None None None
11 42 Keren Hart 7/28/2020 $56,096.33 249 Keren Hart 10/15/2020 $56,173.83
12 178 Keren Hart LTD. 9/22/2020 $11,702.10 None None None None
13 23 Lane Tanner Designs LLC
d/b/a Foterra Jewelry
7/22/2020 $23,003.20 363 Lane Tanner Designs LLC
d/b/a Foterra Jewelry
11/18/2020 $23,003.30

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Table 1 on page 20. Back to List of Tables
Claims to be Disallowed None None None None Surviving Claims None None None
Duplicate
Claim No.
Claimant Dated Filed Claim Amount Surviving
Claim No.
Claimant Dated Filed Claim Amount
14 427 Lax Gadget Group Inc. 1/4/2021 $11,789.28 89 Lax Gadget Group Inc. 8/13/2020 $11,789.29
15 351 Little Kids 11/12/2020 $9,456.60 193 Little Kids Inc. 10/1/2020 $9,906.60
16 1 Moonglow LLC 7/15/2020 $37,519.00 296 Moonglow LLC 10/26/2020 $37,519.00
17 94 New England Models Group Inc.
a/k/a NEMG Inc.
8/14/2020 $562.50 281 New England Models Group Inc. 10/20/2020 $562.50
18 203 OPPORTUNITIES INC. 10/1/2020 $28,190.70 435 OPPORTUNITIES INC. 1/19/2021 $28,190.70
19 34 Pinch Provisions 7/24/2020 $6,240.00 360 Pinch Provisions 11/16/2020 $6,240.00
20 117 PSM, LLC
a/k/a Mila Wholesale
8/24/2020 $540.00 254 PSM LLC
a/k/a MILA WHOLESALE
10/16/2020 $540.00
21 28 Quotable Cards 7/23/2020 $6,034.50 295 Quotable Cards 10/26/2020 $6,034.50
22 33 RAREESSENCE LLC 7/24/2020 $561.00 323 RAREESSENCE LLC 10/27/2020 $561.00
23 123 Tactic USA 8/21/2020 $3,106.50 251 TACTIC USA INC 10/16/2020 $3,106.50
24 184 Top Trenz, Inc. 9/24/2020 $4,762.12 169 Top Trenz, Inc. 9/19/2020 $37,023.17
25 101 White Mountain Puzzles, Inc. 8/17/2020 $24,523.20 173 White Mountain Puzzles, Inc. 9/21/2020 $7,835.52
TOTAL $456,940.25 $436,514.26

20

Table 1 on page 21. Back to List of Tables
Claim
No.
Claimant Dated Filed Claim Amount Reason for Disallowance
1 259 ACAR Leasing LTD
d/b/a GM Financial Leasing
10/19/2020 $10,766.30 Claim has been assigned to, and assumed by Buyer.
3 406 LEAF Capital Funding, LLC (Acct#100-5171601-
001)
11/27/2020 $9,414.24 Claim has been assigned to, and assumed by Buyer.
4 4 MCCC SPORTSWEAR 7/16/2020 $19,980.00 Claim has been assigned to, and assumed by Buyer.
5 275 MCcc Sportswear, INC. 10/20/2020 $6,600.00 Claim has been assigned to, and assumed by Buyer.
6 137 SUNTECK TRANSPORT CO LLC 9/3/2020 $89,137.00 Claim has been assigned to, and assumed by Buyer.
7 195 TCF National Bank, successor by Merger to
Winthrop Resources Corporation
a/k/a Winthrop Resources Corporation
9/30/2020 $841,962.24 Claim has been assigned to, and assumed by Buyer.
TOTAL $977,859.78

21

Table 1 on page 22. Back to List of Tables
Claim
No.
Claimant Dated Filed Claim Amount Debtor and Case
Number
Reason for Proposed Disallowance
1 373 bacci chocolate design, inc.
d/b/a cb stuffer
11/19/2020 $6,820.20 TPS Holdings, LLC
20-40745
Claim was filed against wrong debtor. No liability is
owed to the Claimant by TPS Holdings, Inc. with
respect to the asserted claim. Claimant has asserted an
identical claim against TPS Oldco, LLC f/k/a The Paper
Store, LLC (Claim No. 372).
2 80 CITY OF LEOMINSTER 7/31/2020 $17,729.50 The Paper Store LLC
20-40743
No liability is owed to the Claimant with respect to the
asserted claim.
3 338 ENGIE Resources LLC
a/k/a Suez Energy Resources
NA Inc.
11/5/2020 $278,694.46 The Paper Store LLC
20-40743
No liability is owed to the Claimant with respect to the
asserted claim.
TOTAL $303,244.16

22

aim No. Claimant Dated Filed Claim Amount Reason for Disallowance121 Euler Hermes Agent for Super Impulse USA 8/24/2020 $5,477.70 Claim was satisfied in the ordinary course of business. 92 KRONOS 8/13/2020 $20,795.44 Claim was satisfied in the ordinary course of business. 135 Michigan Department of Treasury 9/3/2020 $8,410.93 Claim was satisfied in the ordinary course of business. 112 TAX COLLECTOR, CITY OF NORWALK 8/19/2020 $1,063.10 Claim was satisfied in the ordinary course of business. 415 Town of Canton 12/4/2020 $2,426.00 Claim was satisfied in the ordinary course of business. Town of Fairfield 304 10/26/2020 $829.29 Claim was satisfied in the ordinary course of business. c/o Town of Fairfield Tax Collector 324 Town of West Hartford - Tax Collector 10/30/2020 $3,062.48 Claim was satisfied in the ordinary course of business. 21 West Virginia State Tax Department 7/21/2020 $6,742.00 Claim was satisfied in the ordinary course of business. $48,806.94 TOTAL

23

Claim No. Claimant Dated Filed Claim as Filed Claim as Modified Reason for Reclassification and ReductionPriority Claim: $0.00 Priority Claim: $0.00 Certain invoices attached to the proof of claim totaling $36,842.64 are duplicativeGeneral Unsecured Claim : $210,801.15 General Unsecured Claim : $173,958.51 of invoices attached to Claimant's other proof of claim filed in this case (Claim No90 Lotus and Luna 8/13/2020 196), which is identified as a "Surviving Claim" on Schedule 7. Accordingly, the totTotal: $210,801.15 Total: $173,958.51 claim amount for Claimant's Claim No. 90 is reduced by $36,842.64. Claimant's $173,217.81 administrative expense claim under section 503(b)(9) Priority Claim (503(b)(9)): $173,217.81 Priority Claim (503(b)(9)): $133,368.82includes amounts for goods totaling $39,484.99 that were delivered outside the General Unsecured Claim: $75,265.64 General Unsecured Claim: $115,114.63 69 Lifeguard Press, Inc 8/10/2020 statutory 20-day window. Consequently, the Claimant's section 503(b)(9) claim is reduced to $133,368.82 and and its general unsecured claim is increased to TOTAL: $248,483.45 TOTAL: $248,483.45 $115,114.63. Priority Claim (507(a)(8)): $1,636.62 Priority Claim (507(a)(8)): $137.13Massachusetts Department General Unsecured Claim: $2,940.43 General Unsecured Claim: $18.96 Based on the Debtors' books and records, the Debtors partially satisfied Claimant365 11/19/2020 of Revenue claim in the ordinary course of business. TOTAL: $4,577.05 TOTAL: $156.09 Priority Claim (507(a)(4)): $562.50 Priority Claim (507(a)(4)): $0.00New England Models General Unsecured Claim: $0.00 General Unsecured Claim: $562.50 Based on the Debtor's books and records as well as documentation attached to t281 10/20/2020 Group Inc. proof of claim, Claimant is only entitled to a general unsecured claim. TOTAL: $562.50 TOTAL: $562.50 Priority Claim (507(a)(4)): $8,764.40 Priority Claim: $0.00General Unsecured Claim: $0.00 General Unsecured Claim: $8,764.40 Based on the Debtor's books and records as well as documentation attached to t99 Mulberry Studios USA, Inc. 8/17/2020 proof of claim, Claimant is only entitled to a general unsecured claim. TOTAL: $8,764.40 TOTAL: $8,764.40 Priority Claim (503(b)(9)): $28,190.70 Priority Claim: $0.00General Unsecured Claim: $0.00 General Unsecured Claim: $28,190.70 Based on the Debtors' books and records, this claim should be reclassified as a 435 OPPORTUNITIES INC 1/19/2021 general unsecured claim. TOTAL: $28,190.70 TOTAL: $28,190.70 Priority Claims: $243,732.71 Priority Claims: $133,505.95Unsecured Claims: $694,049.22 Unsecured Claims: $452,985.12 TOTAL TOTAL: $937,781.93 TOTAL: $586,491.07

24

Table 1 on page 25. Back to List of Tables
Claims to be Disallowed None None None None None
Claim
No.
Claimant Claim Amount Bar Date for Filing
Claim
Date Claim Was Filed
1 416 4Ocean $19,710.00 12/1/2020 12/4/2020
2 439 Ardent Inc. $10,111.19 12/1/2020 1/25/2021
3 423 Catherine Sodano $64,112.83 12/1/2020 12/15/2020
4 421 Gilli, Inc. $101,444.50 12/1/2020 12/3/2020
5 428 MRS GROSSMANS PAPER CO $1,179.12 12/1/2020 1/7/2021
6 425 National Book Network, Inc $3,563.08 12/1/2020 12/22/2020
7 446 PEPPERJAM LLC $3,024.93 12/1/2020 3/8/2021
8 432 STATE OF RHODE ISLAND - RHODE ISLAND DIVISION OF
TAXATION
$79.45 1/11/2021 1/15/2021
9 433 STATE OF RHODE ISLAND - RHODE ISLAND DIVISION OF
TAXATION
$400.79 1/11/2021 1/15/2021
10 434 STATE OF RHODE ISLAND - RHODE ISLAND DIVISION OF
TAXATION
$327.30 1/11/2021 1/15/2021
TOTAL $203,953.19

25

Table 1 on page 26. Back to List of Tables
Claims to be Disallowed None None None None Surviving Claims None None None
Claim No. Claimant Dated Filed Claim Amount Claim No. Claimant Dated Filed Claim Amount
1 91 Amanda Blue & Co., LLC 8/13/2020 $25,344.00 307 Amanda Blue and Co 10/26/2020 $25,344.00
2 74 The CIT Group Commercial
Services, Inc
8/10/2020 $83,608.58 442 The CIT Group Commercial
Services, Inc
1/1/2021 $77,250.58
3 134 Department of Treasury -
Internal Revenue Service
9/3/2020 $100.00 190 Department of Treasury -
Internal Revenue Service
9/29/2020 $0.00
4 30 Emma's Closet 7/23/2020 $50,486.00 236 Emma's Closet 10/14/2020 $50,486.00
5 64 Euler Hermes Agent for Zorbitz
Inc.
7/30/2020 $13,080.00 260 Euler Hermes N.A. Insurance Co.
Agent of Zorbitz Inc. (Claim Id
000446791)
10/19/2020 $7,680.00
6 233 Euler Hermes Agent for Zorbitz
Inc.
10/13/2020 $7,680.00 None None None None
7 86 Fitchburg Hardware Company
a/k/a FHC Industrial Supply
8/13/2020 $573.75 261 Fitchburg Hardware Co.
a/k/a FHC Industrial Supply
10/16/2020 $573.75
8 207 Frenzy Jewels, Inc. 10/5/2020 $2,112.00 213 Frenzy Jewels, Inc. 10/6/2020 $2,112.00

26

Table 1 on page 27. Back to List of Tables
9 97 Graphique de France 8/17/2020 $19,303.20 98 Graphique de France 8/17/2020 $19,303.2010 420 Ivory Ella 12/10/2020 $55,164.40 441 Ivory Ella LLC 1/26/2021 $26,813.0011 111 Joseph D'Arezzo, Inc. 8/19/2020 $9,000.00 211 Joseph D'Arezzo, Inc. 10/5/2020 $9,000.00Katie Prchlik Katie Prchlik 12 49 8/1/2020 $914.40 331 11/2/2020 $914.40 d/b/a Cape Cod Chokers d/b/a Cape Cod Chokers 13 50 Lokai Holdings LLC 8/3/2020 $56,010.00 431 Lokai Holdings LLC 1/13/2021 $5,406.0014 189 Lotus and Luna, Inc. 9/29/2020 $74,635.52 196 Lotus and Luna, Inc. 10/1/2020 $74,635.52Massachusetts Department of Massachusetts Department of 15 122 8/26/2020 $4,460.25 365 11/19/2020 $4,577.05 Revenue Revenue 16 182 Mutual Sales, Inc. 9/24/2020 $11,232.00 183 Mutual Sales, Inc. 9/24/2020 $11,232.00Mya Bella Inc. Mya Bella Inc. 17 208 10/5/2020 $8,088.14 209 10/5/2020 $11,554.50 d/b/a Pastore Associates d/b/a Pastore Associates Nstar Gas Company Nstar Gas Company 18 160 9/14/2020 $276.23 159 9/14/2020 $39,151.47 d/b/a Eversource Energy d/b/a Eversource Energy Scout Bungalow, LLC 19 437 1/15/2021 $68,292.00 438 1/19/2021 $76,198.00 d/b/a Bungalow LLC d/b/a Scoutbags

27

Table 1 on page 28. Back to List of Tables
Claims to be Disallowed None None None None Surviving Claims None None None
Claim No. Claimant Dated Filed Claim Amount Claim No. Claimant Dated Filed Claim Amount
20 418 State of New Jersey Division of
Taxation Bankruptcy Section
12/10/2020 $245,000.00 444 State of New Jersey Division of
Taxation Bankruptcy Section
12/10/2020 $0.00
21 11 Sugarfina USA LLC 7/20/2020 $9,800.00 72 Sugarfina USA LLC
d/b/a Sugarfina Inc.
8/10/2020 $9,888.00
22 8 Sunflower Food Company
d/b/a Sunflower Hills Inc.
7/20/2020 $1,262.85 9 Sunflower Food Company
d/b/a Sunflower Hills Inc.
7/20/2020 $2,120.35
23 79 Town of Fairfield
c/o Town of Fairfield Tax
Collector
8/3/2020 $1,658.58 304 Town of Fairfield
c/o Town of Fairfield Tax
Collector
10/26/2020 $829.29
TOTAL $748,081.90 $455,069.11

28

Table 1 on page 29. Back to List of Tables
Claim
No.
Claimant Dated Filed Claim Amount Debtor and Case
Number Identified on
Claim
Reclassified Debtor
and Case Number
1 179 A.W. Fabercastell USA 9/21/2020 $19,928.73 TPS Holdings, LLC
20-40745
The Paper Store, LLC
20-40743
2 414 Crayola, LLC 12/1/2020 $8,314.00 TPS Holdings, LLC
20-40745
The Paper Store, LLC
20-40743
3 441 Ivory Ella LLC 1/26/2021 $26,813.00 TPS Holdings, LLC
20-40745
The Paper Store, LLC
20-40743
TOTAL $55,055.73

29

EXHIBIT C

30

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MASSACHUSETTS (CENTRAL DIVISION) ------------------------------------------------------------x: In re : Chapter 11 : TPS Oldco, LLC, et al., : Case No. 20-40743 (CJP) : Debtors.1 : (Jointly Administered) : ------------------------------------------------------------xORDER GRANTING DEBTORS’ FIRST OMNIBUS OBJECTION TO CERTAIN (I) DUPLICATIVE CLAIMS, (II) ASSIGNED CLAIMS, (III) NO LIABILITY CLAIMS,(IV) SATISFIED CLAIMS, (V) RECLASSIFIED AND/OR MODIFIED CLAIMS,(VI) LATE CLAIMS, (VII) AMENDED AND SUPERSEDED CLAIMS, AND (VIII) WRONG DEBTOR CLAIMS Upon the omnibus objection (the “Claims Objection”)2 of TPS Oldco, LLC (f/k/a ThePaper Store, LLC) and its debtor affiliate, TPS Holdings, LLC, as debtors anddebtors-in-possession in the above-captioned chapter 11 cases (collectively, the “Debtors”),pursuant to section 502(b) of the Bankruptcy Code, Bankruptcy Rule 3007 and MLBR 3007-1,for entry of an order, as appropriate and as more fully set forth in the Claims Objection, (i)disallowing and expunging certain Claims, (ii) reducing and reclassifying certain Claims, and(iii) reclassifying certain Claims; and the Court having jurisdiction to consider the ClaimsObjection and the relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334; andconsideration of the Claims Objection and the requested relief being a core proceeding pursuant 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identificationnumber, are TPS Oldco, LLC (2442) and TPS Holdings, LLC (9193). The Debtors’ corporate headquarters andservice address is c/o G2 Capital Advisors LLC | 420 Boylston Street, Suite 302 | Boston MA 02116 | Attention: Don Van der Wiel, Managing Director. 2 Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such termsin the Claims Objection.

31

to 28 U.S.C. § 157(b); and venue being proper before the Court pursuant to 28 U.S.C. §§ 1408and 1409; and due and proper notice of the Claims Objection having been provided to the NoticeParties (as described in the Claims Objection) under the circumstances; and it appearing that noother or further notice need be provided; and the Court having reviewed the Claims Objection;and any responses to the Claims Objection having been withdrawn, resolved, or overruled; andthe Court having determined that the legal and factual bases set forth in the Claims Objectionestablish just cause for the relief granted herein; and after due deliberation and sufficient causeappearing therefor, IT IS HEREBY FOUND, DETERMINED AND ORDERED THAT: 1. Notice of the Claims Objection as provided therein was good and sufficient noticeof the Claims Objection to all parties entitled to notice thereof, and no other or further notice ofthe Claims Objection is required. 2. 1. The relief requested by the Claims Objection is granted, and each objectionthereto is overruled or determined as set forth herein. 3. 2. Each Duplicate Claim identified on Schedule 1 (attached hereto andincorporated herein by reference) in the column under the heading “Claims toTo Be Disallowed”is disallowed and expunged in its entirety. Each claim identified on Schedule 1 in the columnunder the heading “Surviving Claims” is unaffected by the relief granted herein. 4. 3. Each Assigned Claim listed on Schedule 2 (attached hereto and incorporatedherein by reference) is disallowed and expunged in its entirety. 5. 4. Each No Liability Claim listed on Schedule 3 (attached hereto andincorporated herein by reference) is disallowed and expunged in its entirety.

32

6. 5. Each Satisfied Claim listed on Schedule 4 (attached hereto and incorporatedherein by reference) is disallowed and expunged in its entirety. 7. 6. Each Reclassified and/or Reduced Claim is hereby reclassified and/or reducedas specified on Schedule 5 (attached hereto and incorporated herein by reference) as follows: each claim identified in the column on Schedule 5 under the heading “Claim as Filed” ismodified to reflect a claim in the priority and amount set forth in the column on Schedule 5under the heading “Claim as Modified”. 8. 7. Each Late Claim listed on Schedule 6 (attached hereto and incorporated hereinby reference) is disallowed and expunged in its entirety. 9. 8. Each Amended and Superseded Claim identified on Schedule 7 (attachedhereto and incorporated by reference) in the column under the heading “Claims to BeDisallowed” is disallowed and expunged in its entirety. Each claim identified on Schedule 7 inthe column under the heading “Surviving Claims” is unaffected by the relief granted herein. 10. 9. Each Wrong Debtor Claim is hereby reclassified as specified on Schedule 8(attached hereto and incorporated herein by reference) as follows: each claim identified onSchedule 8 is reclassified as a claim filed in the case number and against the Debtor listed in thecolumn on Schedule 8 under the heading “Reclassified Debtor and Case Number.”11. Any and all claims held by the Connecticut Department of Revenue Services (the“CDRS”) against the Debtors have been fully satisfied by or on behalf of the Debtors, and ClaimNos. 442 and 449, filed by CDRS, shall be disallowed and expunged; provided, however, thatCDRS is hereby allowed a general unsecured claim against the Debtors in the amount of $100. 12. Gilli, Inc. is hereby allowed a general unsecured claim against the Debtors in theamount of $101,444.50.

33

13. 10. The Debtors and their claims and noticing agent, Donlin, Recano & Company,Inc., and the Clerk of this Court are authorized to take all actions necessary or appropriate to giveeffect to this Order. 14. 11. The Debtors have reserved the right to object in the futurefile a subsequentobjection to any of the Disputed Claims, including without limitation the claims identified onany grounds not stated in the columns under the headings “Surviving Claims” on Schedule 1 andSchedule 7 and “Claim as Modified” on Schedule 5, on any groundClaims Objection. 15. 12. Each Disputed Claim and theThe objections by the Debtors to sucheachDisputed Claim, as addressedset forth in the Claims Objection, constitute separate contestedmatters as contemplated by Bankruptcy Rule 9014 and MLBR 3007-1. This Order shall bedeemed a separate Order with respect to each Disputed Claim. Any stay of this Order pendingappeal obtained by any Claimants whose Disputed Claims are subject to this Order shall onlyapply to the contested matter which involves such Claimant, and shall not act to stay theapplicability and/or finality of this Order with respect to the other contested matters listed intheapplicable to any other Disputed Claims Objection or this Order. 16. 13. This Court shall retain jurisdiction to hear and determine all matters arisingfrom or related to the implementation and enforcement of this Order. 14. Notice of the Claims Objection as provided therein shall be deemed good andsufficient notice of the Claims Objection. Dated: , 2021 Christopher J. Panos

34

United States Bankruptcy Judge

35

Claims to be Disallowed Surviving Claims Duplicate Claim Surviving Clai Claimant Dated Filed Claimant Dated Filed Claim No. Amount Claim No. Amou Bacci Chocolate Design bacci chocolate design 3 7/16/2020 $6,820.20 372 11/29/2020 d/b/a CB Stuffer d/b/a cb stuffer $6,820.2 Katie Prchlik Katie Prchlik 49 8/4/2020 $914.40 331 11/2/2020 d/b/a Capte Code Chokers d/b/a Capte Code Chokers $914.40 255 City of Marlborough - Collectors Office 10/19/2020 $539.17 303 City of Marlborough - City Collector 10/23/2020$539.17 142 Creative Education 9/9/2020 $1,001.07 320 Creative Education 10/29/2020$1,001.0 40 Dona Bela Shreds LLC 7/28/2020 $2,520.00 238 Dona Bella Shreds 10/14/2020$2,520.0

36

Claims to be Disallowed Surviving Claims Duplicate Claim Surviving Clai Claimant Dated Filed Claimant Dated Filed Claim No. Amount Claim No. Amou EC Design LLC 222 10/11/2020 $17,972.00 223 EC DESIGN LLC 10/12/2020 a/k/a Erin Condren Design $18,058. Euler Hermes N.A. Insurance Co. Agent of 271 Natural Life Collections, Inc. (Claim Id 10/20/2020 $133,499.28 347 Natural Life Collections 11/11/2020000447131) $133,499. IDNA Series, LLC Idna Series LLC 46 7/30/2020 $19,764.00 293 10/26/2020 a/k/a Sportula Products or YouTheFan a/k/a You The Fan $19,764. 22 KAY DEE DESIGNS INC 7/22/2020 $24,911.55 336 KAY DEE DESIGNS INC 11/4/2020 120 Euler Hermes Agent for Kay Dee Designs 8/24/2020 $24,911.55$24,911.

37

Claims to be Disallowed Surviving Claims Duplicate Claim Surviving Clai Claimant Dated Filed Claimant Dated Filed Claim No. Amount Claim No. Amou 42 Keren Hart 7/28/2020 $56,096.33 249 Keren Hart 10/15/2020 178 Keren Hart LTD. 9/22/2020 $11,702.10 $56,173. Lane Tanner Designs LLC Lane Tanner Designs LLC 23 7/22/2020 $23,003.20 363 11/18/2020 d/b/a Foterra Jewelry d/b/a Foterra Jewelry $23,003. 427 Lax Gadget Group Inc. 1/4/2021 $11,789.28 89 Lax Gadget Group Inc. 8/13/2020$11,789. 351 Little Kids 11/12/2020 $9,456.60 193 Little Kids Inc. 10/1/2020$9,906.6 1 Moonglow LLC 7/15/2020 $37,519.00 296 Moonglow LLC 10/26/2020$37,519.

38

Claims to be Disallowed Surviving Claims Duplicate Claim Surviving Clai Claimant Dated Filed Claimant Dated Filed Claim No. Amount Claim No. Amou New England Models Group Inc. 94 8/14/2020 $562.50 281 New England Models Group Inc. 10/20/2020a/k/a NEMG Inc. $562.50 203 OPPORTUNITIES INC. 10/1/2020 $28,190.70 435 OPPORTUNITIES INC. 1/19/2021$28,190. 34 Pinch Provisions 7/24/2020 $6,240.00 360 Pinch Provisions 11/16/2020$6,240.0 PSM, LLC PSM LLC 117 8/24/2020 $540.00 254 10/16/2020 a/k/a Mila Wholesale a/k/a MILA WHOLESALE $540.00 28 Quotable Cards 7/23/2020 $6,034.50 295 Quotable Cards 10/26/2020$6,034.5 33 RAREESSENCE LLC 7/24/2020 $561.00 323 RAREESSENCE LLC 10/27/2020$561.00

39

Claims to be Disallowed Surviving Claims Duplicate Claim Surviving Clai Claimant Dated Filed Claimant Dated Filed Claim No. Amount Claim No. Amou 123 Tactic USA 8/21/2020 $3,106.50 251 TACTIC USA INC 10/16/2020$3,106.5 184 Top Trenz, Inc. 9/24/2020 $4,762.12 169 Top Trenz, Inc. 9/19/2020$37,023. 101 White Mountain Puzzles, Inc. 8/17/2020 $24,523.20 173 White Mountain Puzzles, Inc. 9/21/2020$7,835.5 TOTAL $456,940.25 $436,514.

40

Claim Claimant Dated Filed Claim Amount Reason for Disallowance No. ACAR Leasing LTD 259 10/19/2020 $10,766.30 Claim has been assigned to, and assumed by Buyer. d/b/a GM Financial Leasing All liabilities, rights and obligations with respect to the Claimant's asserted claim Connecticut Department of Revenue Services 44180 $31,360.68 under section 507(a)(8) have been assigned to, and assumed by, the Buyer. Department of Treasury - Internal Revenue Service **Amended by Claim No. 443 44084 $5,539.07 Claim has been assigned to, and assumed by Buyer. Department of Treasury - Internal Revenue Service **Amended by Claim No. 443 44159 $5,339.07 Claim has been assigned to, and assumed by Buyer. Department of Treasury - Internal Revenue Service **Amended by Claim No. 443 44207 $123,617.99 Claim has been assigned to, and assumed by Buyer.

41

Claim Claimant Dated Filed Claim Amount Reason for Disallowance No. Department of Treasury - Internal Revenue Service 44245 $118,278.92 Claim has been assigned to, and assumed by Buyer. 406 LEAF Capital Funding, LLC (Acct#100-5171601-001) 11/27/2020 $9,414.24 Claim has been assigned to, and assumed by Buyer. 4 MCCC SPORTSWEAR 7/16/2020 $19,980.00 Claim has been assigned to, and assumed by Buyer. 275 MCcc Sportswear, INC. 10/20/2020 $6,600.00 Claim has been assigned to, and assumed by Buyer. 137 SUNTECK TRANSPORT CO LLC 9/3/2020 $89,137.00 Claim has been assigned to, and assumed by Buyer. TCF National Bank, successor by Merger to Winthrop Resources Corporation 195 a/k/a Winthrop Resources Corporation 9/30/2020 $841,962.24 Claim has been assigned to, and assumed by Buyer. TOTAL $1,261,995.51977,859.78

42

Table 1 on page 43. Back to List of Tables
Claim No. Claimant Dated Filed Claim Amount Debtor and
Case Number
Reason for Proposed Disallowance
1 230 Alex and Ani 44117 $105,341.06 TPS Holdings, LLC
20-40745
Claim was filed against wrong debtor. No liability is owed to the Claimant by TPS
Holdings, Inc. with respect to the asserted claim. Claimant has asserted an identical
claim against TPS Oldco, LLC f/k/a The Paper Store, LLC (Claim No. 229).
21 373 bacci chocolate design, inc.
d/b/a cb stuffer
11/19/2020 $6,820.20 TPS Holdings, LLC
20-40745
Claim was filed against wrong debtor. No liability is owed to the Claimant by TPS
Holdings, Inc. with respect to the asserted claim. Claimant has asserted an identical
claim against TPS Oldco, LLC f/k/a The Paper Store, LLC (Claim No. 372).
32 80 CITY OF LEOMINSTER 7/31/2020 $17,729.50 The Paper Store LLC
20-40743
No liability is owed to the Claimant with respect to the asserted claim.
43 338 ENGIE Resources LLC
a/k/a Suez Energy Resources NA Inc.
11/5/2020 $278,694.46 The Paper Store LLC
20-40743
No liability is owed to the Claimant with respect to the asserted claim.
TOTAL $278,694.46303,244.16

43

Table 1 on page 44. Back to List of Tables
Claim
No.
Claimant Dated Filed Claim Amount Reason for Disallowance
1 121 Euler Hermes Agent for Super Impulse USA 8/24/2020 $5,477.70 Claim was satisfied in the ordinary course of business.
2 92 KRONOS 8/13/2020 $20,795.44 Claim was satisfied in the ordinary course of business.
3 135 Michigan Department of Treasury 9/3/2020 $8,410.93 Claim was satisfied in the ordinary course of business.
4 112 TAX COLLECTOR, CITY OF NORWALK 8/19/2020 $1,063.10 Claim was satisfied in the ordinary course of business.
5 415 Town of Canton 12/4/2020 $2,426.00 Claim was satisfied in the ordinary course of business.
6 304 Town of Fairfield
c/o Town of Fairfield Tax Collector
10/26/2020 $829.29 Claim was satisfied in the ordinary course of business.
7 324 Town of West Hartford - Tax Collector 10/30/2020 $3,062.48 Claim was satisfied in the ordinary course of business.
8 21 West Virginia State Tax Department
TOTAL
7/21/2020 $6,742.00 Claim was satisfied in the ordinary course of business.
$48,806.94

44

Claim No. Claimant Dated Filed Claim as Filed Claim as Modified Reason for Reclassification and Reduction445 Airport Plaza LLC 44250 Priority Claim: $0.00 Priority Claim: $0.00 Claimant's claim arises from the rejection of a lease and, therefore, is subject to tGeneral Unsecured Claim : $404,942.00 General Unsecured Claim: $126,275.42 statutory cap under section 502(b)(6). Total: $404,942.00 Total: $126,275.42 422 Connecticut Department of 44180 Priority Claim (507(a)(8)): $31,360.68 Priority Claim (507(a)(8)): $0.00 As indicated on Schedule 2, all liabilities, rights and obligations with respect to tRevenue Services General Unsecured Claim: $100.00 General Unsecured Claim: $100.00 Claimant's asserted claim under section 507(a)(8) have been assigned to, and assumed by the Buyer. TOTAL: $31,460.68 TOTAL: $100.00 90 Lotus and Luna 8/13/2020 Priority Claim: $0.00 Priority Claim: $0.00 Certain invoices attached to the proof of claim totaling $36,842.64 are duplicativGeneral Unsecured Claim : $210,801.15 General Unsecured Claim : $173,958.51 invoices attached to Claimant's other proof of claim filed in this case (Claim No. which is identified as a "Surviving Claim" on Schedule 7. Accordingly, the total clTotal: $210,801.15 Total: $173,958.51 amount for Claimant's Claim No. 90 is reduced by $36,842.64. 69 Lifeguard Press, Inc 8/10/2020 Priority Claim (503(b)(9)): $173,217.81 Priority Claim (503(b)(9)): $133,368.82 Claimant's $173,217.81 administrative expense claim under section 503(b)(9) General Unsecured Claim: $75,265.64 General Unsecured Claim: $115,114.63 includes amounts for goods totaling $39,484.99 that were delivered outside the statutory 20-day window. Consequently, the Claimant's section 503(b)(9) claim isTOTAL: $248,483.45 TOTAL: $248,483.45 reduced to $133,368.82 and and its general unsecured claim is increased to $115,114.63. 365 Massachusetts Department of 11/19/2020 Priority Claim (507(a)(8)): $1,636.62 Priority Claim (507(a)(8)): $137.13 Based on the Debtors' books and records, the Debtors partially satisfied ClaimanRevenue General Unsecured Claim: $2,940.43 General Unsecured Claim: $18.96 claim in the ordinary course of business. 281 New England Models Group Inc. 10/20/2020 Priority Claim (507(a)(4)): $562.50 Priority Claim (507(a)(4)): $0.00 Based on the Debtor's books and records as well as documentation attached to General Unsecured Claim: $0.00 General Unsecured Claim: $562.50 proof of claim, Claimant is only entitled to a general unsecured claim. TOTAL: $562.50 TOTAL: $562.50 99 Mulberry Studios USA, Inc. 8/17/2020 Priority Claim (507(a)(4)): $8,764.40 Priority Claim: $0.00 Based on the Debtor's books and records as well as documentation attached to 435 OPPORTUNITIES INC 1/19/2021 Priority Claim (503(b)(9)): $28,190.70 Priority Claim: $0.00 Based on the Debtors' books and records, this claim should be reclassified as a

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TOTAL Priority Claims: $243,732.71 Priority Claims: $133,505.95Unsecured Claims: $694,049.22 U n s e c ured Claims: $452,985.12 TOTAL: $937,781.93 TOTAL: $586,491.07

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Claims to be Disallowed Claim Bar Date for Date Claim Was Claimant Claim Amount No. Filing Claim Filed 416 4Ocean $19,710.00 12/1/2020 12/4/2020 439 Ardent Inc. $10,111.19 12/1/2020 1/25/2021 423 Catherine Sodano $64,112.83 12/1/2020 12/15/2020 421 Gilli, Inc. $101,444.50 12/1/2020 12/3/2020 428 MRS GROSSMANS PAPER CO $1,179.12 12/1/2020 1/7/2021 425 National Book Network, Inc $3,563.08 12/1/2020 12/22/2020 446 PEPPERJAM LLC $3,024.93 12/1/2020 3/8/2021 STATE OF RHODE ISLAND - RHODE ISLAND DIVISION OF 432 $79.45 1/11/2021 TAXATION 1/15/2021 STATE OF RHODE ISLAND - RHODE ISLAND DIVISION OF 433 $400.79 1/11/2021 TAXATION 1/15/2021

47

Claims to be Disallowed Claim Bar Date for Date Claim Was Claimant Claim Amount No. Filing Claim Filed STATE OF RHODE ISLAND - RHODE ISLAND DIVISION OF 434 $327.30 1/11/2021 TAXATION 1/15/2021 TOTAL $203,953.19

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Table 1 on page 49. Back to List of Tables
None None None None Surviving Claims None None None
Claim No. Claimant Dated Filed Claim Amount Claim No. Claimant Dated Filed Claim Amount
91 Amanda Blue & Co., LLC 8/13/2020 $25,344.00 307 Amanda Blue and Co 10/26/2020 $25,344.00
74 The CIT Group Commercial
Services, Inc
8/10/2020 $83,608.58 442 The CIT Group Commercial
Services, Inc
1/1/2021 $77,250.58
134 Department of Treasury -
Internal Revenue Service
9/3/2020 $100.00 190 Department of Treasury -
Internal Revenue Service
9/29/2020 $0.00
30 Emma's Closet 7/23/2020 $50,486.00 236 Emma's Closet 10/14/2020 $50,486.00
64 Euler Hermes Agent for Zorbitz
Inc.
7/30/2020 $13,080.00 260 Euler Hermes N.A. Insurance Co.
Agent of Zorbitz Inc. (Claim Id
000446791)
10/19/2020 $7,680.00
233 Euler Hermes Agent for Zorbitz
Inc.
10/13/2020 $7,680.00 None None None None
86 Fitchburg Hardware Company
a/k/a FHC Industrial Supply
8/13/2020 $573.75 261 Fitchburg Hardware Co.
a/k/a FHC Industrial Supply
10/16/2020 $573.75
207 Frenzy Jewels, Inc. 10/5/2020 $2,112.00 213 Frenzy Jewels, Inc. 10/6/2020 $2,112.00
97 Graphique de France 8/17/2020 $19,303.20 98 Graphique de France 8/17/2020 $19,303.20

49

Table 1 on page 50. Back to List of Tables
None None None None Surviving Claims None None None
Claim No. Claimant Dated Filed Claim Amount Claim No. Claimant Dated Filed Claim Amount
420 Ivory Ella 12/10/2020 $55,164.40 441 Ivory Ella LLC 1/26/2021 $26,813.00
111 Joseph D'Arezzo, Inc. 8/19/2020 $9,000.00 211 Joseph D'Arezzo, Inc. 10/5/2020 $9,000.00
49 Katie Prchlik
d/b/a Cape Cod Chokers
8/1/2020 $914.40 331 Katie Prchlik
d/b/a Cape Cod Chokers
11/2/2020 $914.40
50 Lokai Holdings LLC 8/3/2020 $56,010.00 431 Lokai Holdings LLC 1/13/2021 $5,406.00
189 Lotus and Luna, Inc. 9/29/2020 $74,635.52 196 Lotus and Luna, Inc. 10/1/2020 $74,635.52
122 Massachusetts Department of
Revenue
8/26/2020 $4,460.25 365 Massachusetts Department of
Revenue
11/19/2020 $4,577.05
182 Mutual Sales, Inc. 9/24/2020 $11,232.00 183 Mutual Sales, Inc. 9/24/2020 $11,232.00
208 Mya Bella Inc.
d/b/a Pastore Associates
10/5/2020 $8,088.14 209 Mya Bella Inc.
d/b/a Pastore Associates
10/5/2020 $11,554.50

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Table 1 on page 51. Back to List of Tables
None None None None Surviving Claims None None None
Claim No. Claimant Dated Filed Claim Amount Claim No. Claimant Dated Filed Claim Amount
160 Nstar Gas Company
d/b/a Eversource Energy
9/14/2020 $276.23 159 Nstar Gas Company
d/b/a Eversource Energy
9/14/2020 $39,151.47
437 Scout
d/b/a Bungalow LLC
1/15/2021 $68,292.00 438 Bungalow, LLC
d/b/a Scoutbags
1/19/2021 $76,198.00
418 State of New Jersey Division of
Taxation Bankruptcy Section
12/10/2020 $245,000.00 444 State of New Jersey Division of
Taxation Bankruptcy Section
12/10/2020 $0.00
11 Sugarfina USA LLC 7/20/2020 $9,800.00 72 Sugarfina USA LLC
d/b/a Sugarfina Inc.
8/10/2020 $9,888.00
8 Sunflower Food Company
d/b/a Sunflower Hills Inc.
7/20/2020 $1,262.85 9 Sunflower Food Company
d/b/a Sunflower Hills Inc.
7/20/2020 $2,120.35
79 Town of Fairfield
c/o Town of Fairfield Tax
Collector
8/3/2020 $1,658.58 304 Town of Fairfield
c/o Town of Fairfield Tax
Collector
10/26/2020 $829.29
TOTAL $748,081.90 $455,069.11

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Debtor and Case Claim Reclassified Debtor Claimant Dated Filed Claim Amount Number Identified on No. and Case Number Claim TPS Holdings, LLC The Paper Store, LLC 179 A.W. Fabercastell USA 9/21/2020 $19,928.73 20-40745 20-40743 TPS Holdings, LLC The Paper Store, LLC 414 Crayola, LLC 12/1/2020 $8,314.00 20-40745 20-40743 TPS Holdings, LLC The Paper Store, LLC 441 Ivory Ella LLC 1/26/2021 $26,813.00 20-40745 20-40743 TOTAL $55,055.73

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