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Case 16-42529 Doc 28 Filed 04/13/16 Entered 04/13/16 11:32:40 Main Document <br />Pg 15 of 31 <br />The Payment of Essential Supplier Claims Is a Permissible and Appropriate Exercise of the <br />Debtors' Business Judgment Under Sections 105(a) and 363(b) of the Bankruptcy Code and <br />the Doctrine of Necessity <br />31. Section 363(b) of the Bankruptcy Code allows the debtors, after notice and <br />hearing, to "use, sell, or lease, other than in the ordinary course of business, property of the <br />estate[.]" 11 U.S.C. § 363(b)(1). A debtor's decisions to use, sell or lease assets outside the <br />ordinary course of business must be based upon a sound business purpose. See In re Channel <br />One Commc'ns, Inc., 117 B.R. 493, 496 (Bankr. E.D. Mo. 1990) (citing Comm. of Equity <br />Holders v. Lionel Corp. (In re Lionel Corp.), 722 F.2d 1063, 1071 (2d Cir. 1983)). See also TLP <br />Servs., LLC v. Stoebner (In re Polaroid Corp.), 460 B.R. 740, 741-42 (B.A.P. 8th Cir. 2011) <br />(allowing a trustee, pursuant in part to section 363(b)(I ), to use cash collateral to fund efforts to <br />recover funds from third parties); accord Comm. Of Equity Sec. Holders v. Lionel Corp (In re <br />Lionel Corp.), 722 F.2d 1063, 1070-71 (2d Cir. 1983) (requiring a "good business reason" to <br />approve a sale pursuant to section 363(b)); In re W.A. Mallory Co. Inc., 214 B.R. 834, 836 <br />(Bankr. E.D. Va. 1997) ("This Court follows the'sound business purpose' test when examining § <br />363(b) sales.") (citing WBQ P'Ship v. Va. Dep't of Med. Assistance Servs. (In re WBQ P'ship), <br />189 B.R. 97, 102 (Bankr. E.D. Va. 1995)); Official Comm. of Unsecured Creditors of LTV <br />Aerospace & Def. Co. v. LTV Corp. (In re Chateaugay Co!p.), 973 F.2d 141, 143 (2d Cir. 1992) <br />(holding that the sale of property of the estate is justified if it is supported by a good business <br />reason); In re Ionosphere Clubs, Inc., 100 B.R. 670, 675 (Bankr. S.D.N.Y. 1989) (noting that the <br />standard for determining a motion pursuant to section 363(b) of the Bankruptcy Code is "a good <br />business reason"). <br />32. Courts in this jurisdiction and others have consistently been reluctant to interfere <br />with corporate decisions unless "it is made clear that those decisions are, inter alia, clearly <br />erroneous, made arbitrarily, are in breach of the officers' and directors' fiduciary duty to the <br />-15- <br />