Case No. 01-16034 (AJG), Jointly Administered.United States Bankruptcy Court, S.D. New York.
August 10, 2005
ORDER APPROVING SETTLEMENT AGREEMENT AMONG ENRON NORTH AMERICA CORP., ENRON CORP., ENA UPSTREAM COMPANY LLC, NEWFIELD EXPLORATION COMPANY, NEWFIELD EXPLORATION GULF COAST, INC., EEX EP COMPANY, L.P., EEX EXPLORATION PRODUCTION COMPANY, LLC, AND NEWFIELD MID-CONTINENT 2003 INC.
ARTHUR GONZALEZ, Bankruptcy Judge
Upon consideration of the Motion Pursuant to Bankruptcy Rule 9019 For Approval of Settlement Agreement Among Enron North America Corp., Enron Corp., ENA Upstream Company LLC, Newfield Exploration Company, Newfield Exploration Gulf Coast, Inc., EEX EP Company, L.P., EEX Exploration Production Company, LLC, and Newfield Mid-Continent 2003 Inc.; and the Court having jurisdiction to consider the Motion and the relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334, and pursuant to section 38.1 of the Supplemental Modified Fifth Amended Plan of Affiliated Debtors Pursuant to Chapter 11 of the United States Bankruptcy Code, dated as of July 2, 2004; and it appearing that due and proper notice of the Motion and the relief requested therein having been given in accordance with this Court’s Second Amended Case Management Order Establishing, Among Other Things, Noticing Electronic Procedures, Hearing Dates, Independent Website and Alternative Methods of Participation at Hearings, dated December 17, 2002, and no other or further notice need be given; and the relief requested in the Motion being in the best interests of Enron North America
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Corp. (“ENA”), Enron Corp., and ENA Upstream Company LLC (“ENAU,” and collectively with ENA and Enron Corp., the “Debtors”) and their estates and creditors; and the Court having reviewed the Motion; and the Court having determined that the legal and factual bases set forth in the Motion establish just cause for relief granted herein and that the Settlement Agreement is fair and reasonable, and after due deliberation and sufficient cause appearing therefor, it is
ORDERED that the Motion is granted in all respects, and it is further
ORDERED that the Settlement Agreement among the Debtors and Newfield Exploration Company (“Newfield Exploration”), Newfield Exploration Gulf Coast, Inc., f/k/a EEX Corporation (“Newfield”), EEX EP Company, L.P. (“EEX EP”), EEX Exploration Production Company (“EEX EP, LLC”), and Newfield Mid-Continent 2003 Inc., f/k/a/ Primary Natural Resources, Inc. (“Newfield 2003,” and collectively with Newfield Exploration, Newfield, EEX EP, and EEX E P LLC, “Counterparty”) (the “Settlement Agreement”) is authorized and approved pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure, and it is further
ORDERED that the Debtors are authorized to execute, deliver, implement and fully perform any and all obligations, instruments, documents and papers and to take any and all actions reasonably necessary to consummate the Settlement Agreement and perform any and all obligations contemplated therein, and it is further
ORDERED that neither this Order nor the Settlement Agreement determines any issues with respect to (1) the allocation of the consideration (whether in the form of payments, releases, or otherwise) received by the Debtors under the Settlement Agreement, or (2) any inter-Debtor
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claims with respect to the receipt or allocation of that consideration, all of which issues are expressly reserved for future determination by the Court, and it is further
ORDERED that the Court shall retain exclusive jurisdiction to (i) enforce and implement the terms and provisions of the Settlement Agreement and (ii) resolve any disputes arising under or in connection with the Settlement Agreement and any related documents. Furthermore, the Court shall retain exclusive jurisdiction to interpret, implement, and enforce the provisions of this Order, and it is further
ORDERED that all objections to the Motion or the relief requested therein that have not been withdrawn, waived, or settled, and all reservations of rights included therein, are overruled on the merits. Those parties who did not object, or who withdrew their objections, to the Motion are deemed to have consented to the Motion, and it is further
ORDERED that the failure to specifically include any particular provisions of the Settlement Agreement in this Order shall not diminish or impair the effectiveness of such provisions, it being the intent of the Court that the Debtors’ implementation of the transactions contemplated in the Settlement Agreement be approved in its entirety, and it is further
ORDERED that the stay of this Order provided by the Bankruptcy Rules (including Bankruptcy Rule 6004) whether for ten (10) days or otherwise shall not be applicable to this Order, and this Order shall be effective and enforceable immediately upon entry, and it is further
ORDERED that all proofs of claim filed with this Court by or on behalf of Counterparty against the Debtors in connection with the Contracts (as that term is defined in the
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Motion) and more fully described on Exhibit A hereto (collectively, the “POCs”), shall be deemed irrevocably withdrawn, with prejudice, and to the extent applicable expunged, and all claims set forth in the POCs disallowed in their entirety, and it is further
ORDERED that each liability scheduled by the Debtors on their Schedules of Financial Affairs in favor of Counterparty shall be deemed irrevocably withdrawn, with prejudice, and to the extent applicable expunged, and all such liabilities related to Counterparty shall be disallowed in their entirety.
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