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In re: HA2003, INC., FORMERLY KNOWN AS HA-LO INDUSTRIES, INC., et al., Chapter 11 Case, Debtors.

STIPULATION AND AGREED ORDER RESOLVING ALL CLAIMS OF BIC GRAPHIC USA MANUFACTURING CO., INC., AND DISMISSAL OF HA2003 ADVERSARY PROCEEDING CASE NO. 03 A 02404

CAROL DOYLE, Bankruptcy Judge

WHEREAS, on July 30, 2001, HA-LO Industries, Inc., and its affiliated debtors (collectively the "Debtors") filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code, 11 U.S.C. §§ 101- 1330; and

WHEREAS, as part of its Schedules and Statements of Financial Affairs, the Debtors scheduled four unsecured claims on behalf of BIC Graphic USA Manufacturing Co., Inc., ("BIC Graphic,"): (i) Scheduled Claim Number 30401, in the amount of $150.60; (ii) Scheduled Claim Number 33213 in the amount of $68,462.71; (iii) Scheduled Claim Number 33486 in the amount of $125,153.07; and (iv) Scheduled Claim Number 34205 in the amount of $142,637.43 (together, the "Scheduled Claims"); and

WHEREAS, BIC Graphic USA Manufacturing Co., Inc., filed an unsecured proof of claim in the amount of $344,355.21, and identified as claim number 750, in the Debtors' cases (the "Filed Claim"); and

WHEREAS, on or about July 29, 2003, a preference action styled The Official Committee of Unsecured Creditors of HA2003, Inc., formerly known as HA-LO Industries, Inc., et al., on behalf of the bankruptcy estates of HA2003, INC., formerly known as HA-LO Industries, Inc., LW2003, Inc., formerly known as Lee Wayne Corporation, and Starbelly.com, Inc., v. BIC Graphic USA Manufacturing Co., Inc., Adv. Proc. No. 03 A 02404 was filed in this Court against BIC Graphic (the "Action"); and

WHEREAS, on January 28, 2004, this Court entered an order confirming the Second Amended Plan of Reorganization (Liquidating) Of HA2003, Inc. f/k/a HA-LO Industries, Inc., LW2003, Inc. f/k/a Lee Wayne Corporation And Starbelly.com, Inc. As Proposed By The Debtors And Debtors-In-Possession And The Official Committee Of Unsecured Creditors Dated As Of October 30, 2003 (the "Plan"); and

WHEREAS, the Plan went effective February 10, 2004; and

WHEREAS, pursuant to the Plan, the Post-Confirmation Committee of Unsecured Creditors of HA2003, Inc., Formerly Known as HA-LO Industries, Inc., et al. (the "PCC") was established and is responsible for managing and winding up the affairs of the Debtors, liquidating the assets of the Debtors, and pursuing all claims and causes of action on behalf of the Debtors, all in furtherance of the Plan and for the sole benefit of the PCC claimants; and

WHEREAS, after reviewing the Debtors' books and records the PCC objected to the Scheduled Claims pursuant to the Thirteenth Omnibus Objection of the Post-Confirmation Committee of Unsecured Creditors of HA2003, Inc., Formerly Known as HA-LO Industries, Inc., et al., to Claims (the "Thirteenth Omnibus Objection") [Docket No. 4993]; and

WHEREAS, BIC GRAPHIC USA MANUFACTURING CO., INC., has informally responded to the Objection; and

WHEREAS, the Debtors and BIC Graphic USA Manufacturing Co., Inc., have been engaged in ongoing settlement discussions to resolve the Objection, the Scheduled Claims, the Filed Claim and certain other unfiled claims asserted by BIC Graphic USA Manufacturing Co., Inc., against the Debtors' estates; WHEREAS, the PCC and BIC Graphic USA Manufacturing Co., Inc., (the "Parties") have agreed to resolve the Objection to the Scheduled Claims, the Filed Claim, the PCC's preference action, and any and all other claims that the parties may have or hold against each other, whether known or unknown and whether asserted or not in the Debtors' cases:

IT IS HEREBY STIPULATED AND AGREED that:

1. Scheduled Claim Number 30401, in the amount of $150.60 is hereby disallowed.

2. Scheduled Claim Number 33213 in the amount of $68,462.71 is hereby disallowed.

3. Scheduled Claim Number 33486 in the amount of $125,153.07 is hereby disallowed.

4. Scheduled Claim Number 34205 in the amount of $142,637.43 is hereby disallowed.

5. BIC Graphic hereby withdraws Filed Claim Number 750 in the amount of $344,355.21.

6. The PCC will dismiss, with prejudice, adversary proceeding number 03 A 02404 (the "Preference Case") filed against BIC Graphic pending in the United States Bankruptcy Court for the Northern District of Illinois.

7. By this Stipulation and Agreed Order the Parties release and forever discharge any and all claims, whether known or unknown, and whether filed in these cases or not.

8. The signatories to this Stipulation represent that they have the authority to bind the Parties on whose behalf they are signing.

9. This Court shall retain jurisdiction over any matters related to or arising from the Objection or the implementation of this Stipulation and Agreed Order.

10. This Stipulation and Agreed Order is without prejudice to the rights of the HA2003 Liquidating Trust and the PCC to object to any other claims in these chapter 11 cases not otherwise deemed allowed on any basis or for any reason subject to the terms of the Plan.

11. This Order fully and finally resolves any and all claims of BIC Graphic USA Manufacturing Co., Inc., whether entitled to secured, priority, administrative or unsecured status, against the Debtors' estates.

12. The PCC's Thirteenth Omnibus Objection to the claim of BIC Graphic is hereby withdrawn.

SO ORDERED.

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IN RE HA2003, INC. (Bankr.N.D.Ill. 2005)
(Nov 2, 2005)