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Case 1:20-bk-12043 Doc 124-1 Filed 07/29/20 Entered 07/29/20 20:57:30 Desc <br /> Exhibit A - Proposed Sale Order Page 40 of 43 <br /> and the Creditor's Committee and each of their respective successors and permitted assigns; <br /> (iii) filing agents, filing officers, title agents, title companies, recording agencies, recorders of <br /> mortgages, recorders of deeds, registrars of deeds, administrative agencies or units, <br /> governmental departments or units, secretaries of state, federal, state and local officials, and all <br /> other persons and entities who may be required by operation of law, the duties of their office, or <br /> contract to accept, file, register, or otherwise record or release any documents or instruments or <br /> who may be required to report or insure any title in or to the Assets. This Order, the Stalking <br /> Horse Agreement, and Sale Transaction shall not be subject to rejection or avoidance under any <br /> circumstances. This Order shall inure to the benefit of the Debtors, their estates, and their <br /> creditors; the Buyer and Buyer's Related Persons; and each of the foregoing's respective <br /> successors and assigns. The Stalking Horse Agreement shall inure to the benefit of the Debtors, <br /> their estates, and their creditors; the Buyer, its designees, successors and assigns; and each of the <br /> foregoing's respective successors and assigns. <br /> 42. If any order under Bankruptcy Code section 1112 is entered, such order shall <br /> provide (in accordance with Bankruptcy Code sections 105 and 349) that this Order and the <br /> rights granted to the Buyer hereunder shall remain effective and, notwithstanding such dismissal, <br /> shall remain binding on parties in interest. <br /> 43. Allocation of Consideration. Except as provided in the Stalking Horse <br /> Agreement, all rights of the respective Debtors' estates with respect to the allocation of <br /> consideration received from the Buyer in connection with the Sale Transaction (including, <br /> without limitation,the value of the assumption of the Assumed Liabilities) are expressly reserved <br /> for later determination by the Bankruptcy Court and, to the extent consideration is received by <br /> any Debtor that is determined to be allocable to another Debtor, the recipient Debtor shall be <br />