PNC Bank, National Association v. General Oil Company, Incorporated et al

Filing 26

ORDER granting 25 Motion Approve Sale of Assets, Free and Clear of All Mortgage Interest, Security Interests and Other Liens; and Lease of Redord Property. Signed by District Judge Lawrence P. Zatkoff. (MVer)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MICHIGAN
SOUTHERN DIVISION
PNC Bank, National Association,
Successor to National City Bank,
a national banking association,
Case No. 2:10-cv-13744-LPZ-MJH
Hon. Lawrence P. Zatkoff
Plaintiff,
vs.
General
Oil
Company
Incorporated,
A
Michigan
corporation, Orbis Properties,
L.L.C.,
a
Michigan
limited
liability
company,
Waste
Compliance Services, Inc., a
Michigan
corporation,
GOC
Services, Inc., d/b/a EIS, Inc.,
a Michigan corporation, General,
LLC,
a
Michigan
limited
liability company and Timothy A.
Westerdale,
Defendants.

ORDER GRANTING RECEIVER'S MOTION TO APPROVE: (A) SALE
OF ASSETS, FREE AND CLEAR OF ALL MORTGAGE INTERESTS, SECURITY
INTERESTS AND OTHER LIENS; AND (B) LEASE OF REDFORD PROPERTY
This

matter

having

come

before

the

Court

pursuant

to

Receiver's Motion To Approve: (A) Sale of Assets, Free And Clear
Of All Mortgage Interests, Security Interests And Other Liens;
And (B) Lease of Redford Property (the "Motion"); notice of the
Motion having been duly served in accordance with all applicable
rules; no objection to the Motion having been filed; and the
Court being otherwise duly advised of the facts upon which the
Motion is based;

ACCORDINGLY, IT IS HEREBY ORDERED that:
1.

The Motion is granted in all respects.

2.

Receiver is authorized to sell the Assets1 and the Acme

Property to Aevitas (or its assignee(s)) pursuant to and in
accordance with the Agreement (as amended).
3.

Receiver is authorized to lease the Redford Property

to Aevitas (or its assignee) pursuant to and in accordance with
the Lease.
4.

The Assets and the Acme Property shall be transferred

by Receiver free and clear of all mortgage interests, security
interests

and

other

liens,

with

such

mortgage

interests,

security interests and other liens thereafter attaching only to
the net proceeds of the sale with the same priority, validity,
force and effect as they now have against the Assets and the
Acme Property.
5.
will

not

successor

The acquisition of the Assets and the Acme Property
cause
in

Aevitas

any

(or

respect

its
to

assignee(s))
the

business

to

be

of

any

deemed
of

a

the

Companies. Aevitas (and its assignee(s)) will not be liable for
unpaid sales, use, SBT or withholding taxes under MCL §205.27a
or unemployment tax liabilities under MCL §421.15 of any of the
Companies or be required by Michigan law to establish an escrow

1

All capitalized terms not defined herein shall have the
meaning set forth in the Motion.

2

account at the closing of the sale of the Assets and the Acme
Property for payment of such tax liabilities.
6.

This Order may be recorded or filed with the Michigan

Secretary of State and/or any Michigan County to evidence the
fact that the Assets and the Acme Property are free and clear of
all mortgage interests, security interests and other liens.
7.
documents

Receiver

is

contemplated

authorized
by,

to

and/or

execute
reasonably

any

and

necessary

all
to

accomplish, this Order and/or the terms of the Agreement (as
amended) or the Lease.
IT IS SO ORDERED.

Date: May 3, 2011

s/Lawrence P. Zatkoff
Hon. Lawrence P. Zatkoff
U.S. District Court Judge

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