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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF UTAH
SOUTHERN DIVISION
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IN RE )
) Case No. 09-21115 WTT
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BRENT C COPELAND ) Chapter 7
LINDA M COPELAND )
) ORDER AUTHORIZING SALE
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Debtor(s) )
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Hearing on the trustee's Motion for Authority to Sell Property of the Estate Free
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and Clear of Liens and Encumbrances regularly came on before the Court on
November 25, 2009. J. Kevin Bird appeared on behalf of the Trustee. Other
appearances, if any, were properly noted on the record. The Court having reviewed
the pleadings on file herein and having considered the representations of counsel and
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good cause appearing, The Court hereby makes the following Findings of Fact:
1. Adequate notice has been given to all creditors and parties in interest,
2. The proposed sale has been proposed in good faith within the meaning of
11 U.S.C. §363(m), at arm's length and without collusion, and the buyer is entitled to
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3. The Trustee is authorized pursuant to the applicable provisions of 11 U.S.C.
§363(f) to sell the proposed assets to P&J, free and clear of all liens, claims, and
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interests, including all security interests [other than certain security interests which are
specifically assumed by P&J] , liens (including without limitation liens of any taxing
authorities) and all claims (including without limitation claims asserting successor
liability and claims asserting fraudulent transfer of the purchased assets to the
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debtors);
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authorized to sell property of this estate, consisting of the Estate's interest in certain
business assets consisting of all tangible and intangible assets constituting or used or
held in connection with, or arising out of the operation of the business known as
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"Advanced Aqua Systems", more particularly described on Exhibit "A" attached hereto
$25,000, free and clear of all liens, claims, and interests, including all security
interests [other than certain security interests which are specifically assumed by P&J] ,
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liens (including without limitation liens of any taxing authorities) and all claims
(including without limitation claims asserting successor liability and claims asserting
IT IS FURTHER ORDERED that from the proceeds of the sale, the trustee may
pay expenses of sale, including when incurred, the costs and expenses of insurance,
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IT IS FURTHER ORDERED that the trustee may disburse proceeds to lien
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claimants with undisputed, liquidated and allowed claims in their respective priorities.
all of the assets described in the agreement that are in their possession or under their
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control to the purchaser, without retaining for themselves any of the assets or any
copies thereof and not to continue to use any of the tangible or intangible assets that
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are subject to the sale as ordered herein and described on Exhibit "A" hereto.
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staying the effectiveness of the order for ten (10) days are waived, and the order shall
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EXHIBIT “A”
(a) The ACT Computer Program, described as follows: the ACT program that has
been used in the Business both before and after February 12, 2009 through October 7,
2009, when Copelands stopped using the ACT Computer Program, including without
limitation all installation software and installation CD’s; all database files; all sales and
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service records and files (covering all sales and service up through the date of the transfer
Stored Information associated with the ACT program or used in connection with it;
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excepting only the following: Copelands may, prior to delivery of the ACT Computer
Program, delete or purge therefrom all sales and service records and all Electronically
Stored Information for (i) customers who were not included in the ACT Computer Program
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prior to February 12, 2009, and whose first sales, service or contact by Copelands
occurred after February 12, 2009; and (ii) the following customers: Abbey Inn - Best
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Western, Beka Bracken, John and Lisa Davis, Dixie Regional Medical Center, Double S
Plumbing, Essence Hair Salon, Fairfield Inn, Nate Fisher, FNWW 3131, Gemstone
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Plumbing & Mechanical, Ron Truman, and Walton’s Plumbing Company. The customers
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identified in subparagraphs (a)(i) and (a)(ii) above shall be referred to as the “Excluded
Customers”.
installation CD’s that have been used in the Business both before and after February 12,
2009, and all vendor lists, inventory part numbers, purchase order templates, invoice
stored in or by any form of technology having electrical, digital, magnetic, wireless, optical,
electromagnetic, or similar capabilities, containing any Customer Information or relating in
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any way to the operations or accounting functions of the Business, both before and after
February 12, 2009; excluding, however, information identifying Excluded Customers and
customers of the Business, both before and after February 12, 2009, including without
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limitation all customer lists, all information relating to sales and service of customers, as
well as customer names, addresses, telephone numbers, contact persons, credit or debit
card numbers and other confidential or identifying information; but excluding all such
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(e) Paper Records described as follows: all Customer Information and all
other business records of the Business, both before and after February 12, 2009, including
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without limitation all customer lists, vendor lists and catalogs, invoices, payables records,
accounting records, financial statements, profit and loss statements, balance sheets, salt
route books, salt delivery records, sales and service records, and other documents kept
and maintained in any form during the operation of the Business up through the date of the
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(f) the following telephone numbers: (435) 652-3908; toll free (888) 400-
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(g) Computer Equipment described as follows: all computer hardware,
including without limitation all hard drives, personal computers, monitors, mice, surge
protectors, keyboards, and printers, acquired prior to February 12, 2009, complete with all
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software and programs, subject only to the deletion of Electronically Stored Information for
and all proceeds of accounts receivable of the Business that are now being held in trust by
Copelands’ counsel; and all accounts receivable still owing from services provided from
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(j) all non-exempt equipment , tools, fixtures and furnishings of the Business;
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(l) one (1) 2002 Ford F150 extended cab pickup truck (subject to assumption
of existing bank loan);
(m) one (1) 2005 GMC Safari Cargo Van (subject to assumption of existing
bank loan);
(n) exclusive rights to use of the trade names “Advanced Aqua Systems” and
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“Aqua Systems”; and all intangible property rights, reputation,
goodwill, advertising, labels, logos and service marks associated with those trade names
against the Copelands, or any of them, based upon or arising out of the Copelands’
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conduct in continuing to operate the Business after the bankruptcy petition date or for
transferring or converting the goodwill and customer base to themselves through the use
of a new phone number and new trade name or by any other means. Such claims and
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causes of action include, without limitation, claims for conversion, fraudulent transfer,
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correct copy of the foregoing Order was mailed, postage prepaid, to the following:
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Orem, UT 84058
Michele P. Chambers
Rob Graham & Associates
1091 N. Bluff Street, Suite 306
St. George, UT 84770
Chris L. Schmutz
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SCHMUTZ & MOHLMAN LLC
533 West 2600 South, Suite 200
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Bountiful, UT 84010
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