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completeness of any information provided in connection therewith or the Auction, except as <br />expressly stated in these Bid Procedures or, as to the Successful Bidders, the respective Asset <br />Purchase Agreement(s). <br />Auction <br />After all Qualified Bids have been received, the Debtors shall conduct an auction (the <br />"Auction") with respect to any Equipment as to which a Qualified Bid has been received. The <br />Auction shall take place on December 14, 2015, at 1:30 p.m. (MST) at the offices of the <br />Debtors' counsel, 15 W. South Temple, Suite 1200, Salt Lake City, Utah 84101. Qualified <br />Bidders may participate in the Auction by telephone. <br />In particular, the Debtors may commence the Auction by entertaining bids for the <br />Equipment or groupings of certain of the Equipment of the Debtors. The Debtors thereafter may <br />offer the Equipment in such lots in such successive rounds as the Debtors determines to be <br />appropriate so as to obtain the highest or otherwise best bid or combination of bids for the assets. <br />The Debtors also may set opening bid amounts in each round of bidding as the Debtors <br />determines to be appropriate. Purchaser has no obligation to purchase less than all the Equipment <br />identified in the Agreement. <br />Upon conclusion of the Auction, the Debtors shall (i) review each Qualified Bid or Bids <br />on the basis of financial and contractual terms and the factors relevant to the sale process, <br />including those factors affecting the speed and certainty of consummating the Sale, and <br />(ii) identify the highest and otherwise best offer or group of offers for the assets (the <br />"Successful Bid(s)").2 At the Sale Hearing, the Debtors shall present to the Bankruptcy Court for <br />approval the Successful Bid(s). The Debtors may adopt rules for the bidding process at the <br />Auction that, in its judgment, will better promote the goals of the bidding process and that are <br />not inconsistent with any of the provisions of the Bankruptcy Code, any Bankruptcy Court order, <br />or these Bid Procedures. <br />Acceptance of Qualified Bids <br />The Debtors shall sell the Equipment for the highest or otherwise best Qualified Bid(s) <br />received. The Debtors' presentation to the Bankruptcy Court for approval of a particular <br />Qualified Bid does not constitute the Debtors' acceptance of the bid. The Debtors will be deemed <br />to have accepted a bid only when the bid has been approved by the Bankruptcy Court at the Sale <br />Hearing. <br />Sale Hearing <br />The Sale Hearing is presently scheduled to take place on December 15, 2015, at 9:30 <br />a.m. (MST) before the Honorable Kevin R. Anderson at the United States Bankruptcy Court for <br />the District of Utah, located in Courtroom 376 of the Frank E. Moss United States Courthouse, <br />350 South Main Street, Salt Lake City, UT 84101. The Sale Hearing may be adjourned or <br />rescheduled without notice by an announcement of the adjourned date at the Sale Hearing. At the <br />2 Any higher or better offers must exceed the Purchaser's purchase price of $87,000.00 by at Least $5,000. <br />