Case Nos. 02-08699, through 02-08738, (Jointly Administered)United States Bankruptcy Court, N.D. Illinois.
October 14, 2003
Mark A. Berkoff, Steven J. Christenholz, PIPER RUDNICK, Chicago, Illinois, for National Steel Corporation
Barry S. Hyman, SCHIFF HARBIN WAITE, Chicago, Illinois, for Illinois Power Company
Andrew D. Gottfried, MORGAN, LEWIS BOCKIUS LLP, New York, for United States Steel Corporation
AGREED ORDER APPROVING ASSUMPTION AND ASSIGNMENT OF ELECTRIC SERVICE CONTRACTS
JOHN SQUIRES, Bankruptcy Judge
THIS MATTER having been heard before the Court on the Joint Motion of National Steel Corporation and Illinois Power Company for Order Approving Assumption and Assignment of Electric Service Contracts (the “Motion”), due notice thereof having been given to all parties entitled thereto, the Court having determined that this matter constitutes a core proceeding, and the Court having been duly advised in the premises,
IT IS HEREBY ORDERED that:
1. Upon receipt of the amount due pursuant to paragraph 6(d) of this Motion, Illinois Power shall be deemed to have withdrawn its Objection and Amended Objection and shall refrain from asserting any further objection to, and consents to, the assumption by National Steel and assignment to US Steel of the PPO Contracts, the Rental Agreement and the Lease Agreement.
2. Upon receipt of the amount due pursuant to paragraph 6(d) of this Motion, Illinois Power and National Steel shall be deemed to have mutually and reciprocally released and/or waived each other and their respective affiliates, subsidiaries, divisions, parents, employees, agents, assigns (including but not limited to US Steel), and representatives, of and from any and all claims, of any kind or nature, asserted or unasserted, from the beginning of time up to and
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including the Effective Date, arising out of or in connection with the PPO Contracts, the Rental Agreement, the Lease Agreement and/or the Settlement Agreement; provided, however, that nothing herein shall waive, is intended to waive or shall be construed as a waiver by Illinois Power of any or all of any rights it has or may have against US Steel in connection with the PPO Contracts, the Rental Agreement or the Lease Agreement, from and after the Effective Date of the assignment of the PPO Contracts, the Rental Agreement and/or the Lease Agreement.
3. Upon receipt by Illinois Power of the amount due pursuant to paragraph 6(d) of this Motion, National Steel shall be deemed to have assumed and assigned to US Steel the PPO Contracts, the Rental Agreement and the Lease Agreement effective as of 12:01 a.m. on May 20, 2003 (the “Effective Date”) and US Steel shall be deemed to have acknowledged and accepted the assignment of the PPO Contracts, the Rental Agreement and the Lease Agreement as of the Effective Date.
4. Separate and distinct from any amounts due, or any other obligations owed (if any) by National Steel, US Steel and/or Illinois Power, in connection with the PPO Contracts, the Rental Agreement and/or the Lease Agreement, or for any other reason, US Steel shall deliver a non-refundable payment to Illinois Power, in good and sufficient funds, on or before October 27, 2003, in the amount of One Million Five Hundred Thousand dollars ($1,500,000.00).
5. Nothing herein is or shall he construed as an attempt by National Steel to assume and assign the Settlement Agreement to US Steel or any other entity. National Steel hereby acknowledges that it did not at any time in the past, and does not have the right at any time in the future, to effect any such assignment.
6. Any proofs of claim filed by Illinois Power against National Steel shall be deemed to be disallowed in their entirety and National Steel shall be authorized to take any
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action necessary to expunge any such claims from the claims docket maintained for this case.
7. Illinois Power agrees that National Steel and US Steel have satisfied the requirements of 11 U.S.C. § 365 relating to a cure of any existing defaults under the agreements to be assumed and assigned and adequate assurance of future performance.
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