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Full title: Order Pursuant to 11 U.S.C. §§ 105(a), 305(a), 349, 363, 554, and 1112(b) and Fed. R. Bankr. P. 1017(a) and 6007: (A) Dismissing the Chapter 11 Cases and (B) Granting Related Relief (Related Doc # 929, 962) Signed on 6/24/2021. Tickle due by: 7/8/2021. (Attachments: # 1 Exhibit 1) (LMC) (Entered: 06/24/2021)

Document posted on Jun 23, 2021 in the bankruptcy, 6 pages and 0 tables.

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(a)dismissing the above-captioned chapter11 cases (the “Chapter11 Cases”), and (b)granting related relief, including, without limitation, (i)authorizing, but not directing, the Debtors to abandon any remaining Excluded Assets other than Excluded Cash, (ii) approving procedures for filing and approving final fee applications and providing for payment of approved fees, and (iii)authorizing, but not directing, the dissolution and winddown of the Debtors, all as more fully set forth in the Motion; and this Court having jurisdiction over this matter pursuant to 28 U.S.C. §§157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated February 29, 2012, and this Court having found that this 1 is a core proceeding pursuant to 28 U.S.C. § 157(b)(2); and this Court having found that venue of this proceeding and the Motion in this district is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and this Court having found that the relief requested in the Motion is in the best interests of the Debtors’ estates, their creditors, and other parties in interest; and this Court having found that the Debtors’ notice of the Motion and opportunity for a hearing on the Motion were appropriate under the circumstances and in accordance with the Bankruptcy Rules and Local Rules and no other notice need be provided; and this Court having reviewed the Motion and having heard the statements in support of the relief requested therein at a hearing before this Court (the “Hearing”); and this Court having determined that the legal and factual bases set forth in the Motion and at the Hearing establish just cause for the relief granted herein; and upon all of the proceedings had before this Court; and after due deliberation and sufficient cause appearing therefor,IT IS HEREBY ORDERED THAT: 1.As soon as is practicable after the Final Fee Hearing, and after the Debtors have completed any tasks necessary to conclude theChapter 11 Cases, including reaching agreement as to the quarterly fees of the U.S. Trustee the Debtors shall file a certification of counsel (a “Certification”), substantially in the form attached hereto as Exhibit1, that, amongother things, certifies that (i)the Debtors have paid all quarterly fees of the U.S. Trustee in full,(ii)each of the Professionals have been paid the allowed amounts under the Final Fee Applications for their respective allowed fees and expensesto theextent of available funds in the Professional Fee Carve Out and Winddown Reserve, and (iii) the Debtors shall have transferredall remaining Cash to the Buyer, net of any outstanding checks, wires, or other debits.The Certification and this Order may be served on the general service list established in the Chapter11 Cases in accordance with Bankruptcy Rule2002, including, without limitation, the U.S. Trustee; provided, however, that the Debtors need not serve the Certification and this Order upon the entire matrix of c

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 YOUFIT HEALTH CLUBS, LLC,et al.,1 Case No. 20-12841 (MFW) Debtors. (Jointly Administered) Ref. Docket No. 929 ORDER PURSUANT TO 11 U.S.C. §§ 105(a), 305(a), 349, 363, 554, AND 1112(b) AND FED. R. BANKR. P. 1017(a) AND 6007: (A) DISMISSING THE CHAPTER 11 CASES AND (B) GRANTING RELATED RELIEF Upon consideration of the motion (the “Motion”)2 of the above-captioned debtors and debtors in possession (the “Debtors”) for entry of an order, pursuant to sections 105(a), 305(a), 349, 363, 554, and 1112(b) of the Bankruptcy Code and Bankruptcy Rules 1017(a) and 6007: (a)dismissing the above-captioned chapter11 cases (the “Chapter11 Cases”), and (b)granting related relief, including, without limitation, (i)authorizing, but not directing, the Debtors to abandon any remaining Excluded Assets other than Excluded Cash, (ii) approving procedures for filing and approving final fee applications and providing for payment of approved fees, and (iii)authorizing, but not directing, the dissolution and winddown of the Debtors, all as more fully set forth in the Motion; and this Court having jurisdiction over this matter pursuant to 28 U.S.C. §§157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated February 29, 2012, and this Court having found that this 1 The last four digits of YouFit Health Clubs, LLC’s tax identification number are 6607. Due to the large number of debtor entities in the Chapter11 Cases, for which joint administration has been requested, a complete list of the debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the proposed claims and noticing agent at www.donlinrecano.com/yfhc. The mailing address for the debtor entities for purposes of the Chapter11 Cases is: 1350 E. Newport Center Dr., Suite 110, Deerfield Beach, FL 33442. 2 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion.

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is a core proceeding pursuant to 28 U.S.C. § 157(b)(2); and this Court having found that venue of this proceeding and the Motion in this district is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and this Court having found that the relief requested in the Motion is in the best interests of the Debtors’ estates, their creditors, and other parties in interest; and this Court having found that the Debtors’ notice of the Motion and opportunity for a hearing on the Motion were appropriate under the circumstances and in accordance with the Bankruptcy Rules and Local Rules and no other notice need be provided; and this Court having reviewed the Motion and having heard the statements in support of the relief requested therein at a hearing before this Court (the “Hearing”); and this Court having determined that the legal and factual bases set forth in the Motion and at the Hearing establish just cause for the relief granted herein; and upon all of the proceedings had before this Court; and after due deliberation and sufficient cause appearing therefor,IT IS HEREBY ORDERED THAT: 1. The Motion is GRANTEDas set forth herein. 2. As soon as practicable after entry of this Order, the Debtors shall transfer all remaining cash to the Buyer, other than the Professional Fee Carve Out and the Winddown Reserve. 3. A final omnibus fee hearing will be held on August 3, 2021 at 10:30 a.m. (prevailing Eastern Time) (the “Final Fee Hearing”). Not later than twenty-eight(28) days prior to the Final Fee Hearing, all Professionals retained in the Chapter 11 Cases shall file final requests for allowance and payment of all fees and expenses incurred during the Chapter11 Cases (the “Final Fee Applications”) in accordance with the Bankruptcy Code, the Bankruptcy Rules, the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware, and the Administrative Order Establishing Procedures for Monthly, Interim,

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and Final Compensation and Reimbursement of Expenses of Professionals Retained in The Chapter 11 Cases[Docket No.202] so as to be heard at the Final Fee Hearing. Any objections to the Final Fee Applications shall be filed and served on counsel for the Debtors, counsel to theprepetition and postpetition lenders and administrative and collateral agent, counsel to the Committee, the U.S. Trustee, and the Professional whose fees are being objected to by 4:00 p.m. (prevailing Eastern Time) on July 13, 2021. 4. As soon as is practicable after the Final Fee Hearing, and after the Debtors have completed any tasks necessary to conclude theChapter 11 Cases, including reaching agreement as to the quarterly fees of the U.S. Trustee the Debtors shall file a certification of counsel (a “Certification”), substantially in the form attached hereto as Exhibit1, that, amongother things, certifies that (i)the Debtors have paid all quarterly fees of the U.S. Trustee in full,(ii)each of the Professionals have been paid the allowed amounts under the Final Fee Applications for their respective allowed fees and expensesto theextent of available funds in the Professional Fee Carve Out and Winddown Reserve, and (iii) the Debtors shall have transferredall remaining Cash to the Buyer, net of any outstanding checks, wires, or other debits. 5. The Certification and this Order may be served on the general service list established in the Chapter11 Cases in accordance with Bankruptcy Rule2002, including, without limitation, the U.S. Trustee; provided, however, that the Debtors need not serve the Certification and this Order upon the entire matrix of creditors or all parties-in-interest in the Chapter11 Cases, as such parties received reasonable notice of the proposed dismissal through notice of the hearing on the Motion. 6. Notwithstanding section349 of the Bankruptcy Code, all agreements, stipulations, settlements, rulings, orders, and judgments approved by or entered by this Court in the Chapter11

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Cases on or before the filing of the Certification and the dismissal of the Chapter11 Cases, including, but not limited to, the Sale Order,shall remain in full force and effect, including, without limitation, any releases, injunctions and successor liability provisions provided for in the Sale Order, and shall survive the dismissal of the Chapter11 Cases. 7. Pursuant to sections 105(a) and 554 of the Bankruptcy Code and Bankruptcy Rule6007, the Debtors are authorized, but not directed, to abandon any remaining Excluded Assets but, for the avoidance of doubt, shall not abandon any Acquired Assets which shall be turned over to the Buyer no laterthan dismissal of the Chapter 11 Cases. 8. Prior to the filing of the Certification, the Debtors are authorized and directed (i)one week prior to filing the Certification (as defined below) to provide the Buyer with a reconciliation of all funds expended to date under the Approved DIP Budget, including any amounts estimated to be paid through the date of dismissal (the “Reconciliation”) and (ii) to remit all remaining funds to the Buyer, including all Cash and Excluded Cash including any remainingamounts in the Professional Fee Carve Out or Winddown Reserve, net of any outstanding checks, wires or other pending debits. 9. Effective immediately upon the filing of the Certification and the dismissal of the Chapter11 Cases, without the need for further action on the part of this Court, and without the need for further corporate action or action of the boards of directors, managers, stockholders, or members, as applicable, of the Debtors, (i)Pamela Corrie shall be deemed to have resigned as Independent Manager (or such similar title as is applicable) of each of the Debtors and Brian Gleason shall be deemed to have resigned as Chief Restructuring Officer of each of the Debtors and (ii)the Debtors, to the extent not previously dissolved, shall be authorized, but not directed, to dissolve pursuant to applicable state law.

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10. Each officer, director, manager, member, or other authorized representative, as applicable, of each such Debtor is authorized to do and perform all such acts and things, to execute, deliver and file (or cause the filing of) such documents and certificates, including, without limitation, a certificate of dissolution, a certificate of cancellation, and/or a certificate of termination, as applicable, and to take such other steps as may be necessary, convenient, or desirable to carry out the dissolution of each such Debtor. 11. Effective immediately upon the filing of the Certification and the dismissal of the Chapter11 Cases, the Debtors’ retention of the Professionals employed by the estates shall be terminated without the need for further action on the part of this Court, the Debtors, or any such Professional. 12. Effective immediately upon the filing of the Certification and the dismissal of the Chapter11 Cases the Buyer is appointed as each Seller’s irrevocable attorney-in-fact and the Buyer shall have the unconditional right (i) to endorse, cash and deposit any monies, checks or negotiable instruments received by the Buyer after the Closing Date with respect to Accounts Receivable that are Acquired Assets or accounts receivable relating to work performed by the Buyer after the Closing, as the case may be, made payable or endorsed to such Seller or such Seller’s order, for the Buyer’s own account in the name of the Debtors or on the Debtors’ behalf as if same were retained by the Debtors, (ii) to withdraw all remaining funds from the Debtors’ accounts not earlier than six (6) months from the date of dismissal of the Chapter 11 Cases in the name of the Debtors or on the Debtors’ behalf as if same were retained by the Debtors, (iii) to collect any deposits, including any utility deposits, or surety bond, including surety bond cash collateral for the Texas and Rhode Island clubs, and letter of credit collateral for the Philadelphia club for the Buyer’s own account in the name of the Debtors or on the Debtors’ behalf as if same

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were retained by the Debtors and (iv) to file, prosecute, settle, and/or collect the Committee Avoidance Actions in the name of the Debtors or on the Debtors’ behalf as if such Committee Avoidance Actions, were retained by the Debtors. 13. The Debtors are authorized to take any and all steps necessary and appropriate to effectuate the terms of and the relief granted in this Order, in accordance with the Motion. 14. To the extent applicable, Bankruptcy Rules 6004(h) and 6006(d) are waived and this Order shall be effective and enforceable immediately upon entry. 15. This Court retains exclusive jurisdiction with respect to all matters arising from or related to the implementation, interpretation, and enforcement of this Order. Dated: June 24th, 2021 MARY F. WALRATH Wilmington, Delaware UNITED STATES BANKRUPTCY JUDGE

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