Case MFW Doc 411 Filed 06/23/16 Page 1 of 3 BACKGROUND

Transcription

1 Case MFW Doc 411 Filed 06/23/16 Page 1 of 3 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE IN RE: : Chapter 11 ASPECT SOFTWARE PARENT, : Case No (MFW) INC., et al., 1 : (Jointly Administered) Debtors. : Hearing Date: July 21, 2016 at 10:30 a.m. Objection Deadline: July 11, 2016 at 4:00 p.m. MOTION OF GOOGLE INC. FOR ALLOWANCE ANI) PAYMENT OF ADMINISTRATIVE EXPENSE CLAIM PURSUANT TO 11 U.S.C. 503 Google Inc. ( "Google"), by and through its counsel, White and Williams LLP, files this Motion for Allowance and Payment of Administrative Expense Claim Pursuant to 11 U.S.C. 503 (the "Motion") and in support thereof states the following: BACKGROUND 1. On March 9, 2016 (the "Petition Date"), each of Debtors filed a voluntary petition for Chapter 11 relief in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") 2. By order dated May 25, 2016 [Docket No. 372] (the "Confirmation Order"), the Bankruptcy Court confirmed the Second Amended Joint Chapter 11 Plan of Reorganization of Aspect Software Parent, Inc. and Its Debtor Affiliates Pursuant to Chapter 11 of the Bankruptcy Code (the "Plan"). The Plan became effective in accordance with its terms, and the Effective Date (as that term is defined in the Plan) occurred, on May 25, ` The Debtors in these proceedings (including the last four digits of their respective taxpayer identification numbers) are: Aspect Software Parent, Inc. (3231); Aspect Software, Inc. (4368); VoiceObjects Holdings Inc. (0138); Voxeo Plaza Ten, LLC (7028); and Davox International Holdings, LLC (1081). The locastion of parent Debtor Aspect Software Parent, Inc.'s corporate headquarters and the Debtors' service address is: 2325 E. Camelback Road, Suite 700, Phoenix, Arizona

2 Case MFW Doc 411 Filed 06/23/16 Page 2 of 3 3. During the course of the Debtors' bankruptcy proceedings, Google has provided advertising services under its AdWords and Enterprise programs to and for the benefit of the Debtors' estates. Google's AdWords program is an online advertising program that, among other things, allows advertisers (here, the Debtors) to reach potential customers as they search for designated words and phrases (i.e., keywords) or browse websites with themes similar to the advertisers'. Enterprise service is a satellite-based global mapping tool. Google has not yet received payment for a portion of the AdWords and Enterprise services that it provided to the Debtors during the course of their bankruptcy proceedings, as more fully set forth on the account statement attached as Exhibit "A" hereto. Copies of the supporting invoices are available upon request. DISCUSSION 4. Google hereby requests the allowance and payment of $27, as an administrative expense pursuant to Section 503(b)(1)(A) of the Bankruptcy Code. Although the Debtors have generally been paying Google's post-petition Date invoices in the ordinary course of business, Google has filed this Motion in an abundance of caution in light of the Administrative Claim Deadline established by the Bar Date Order. 5. Pursuant to 11 U.S.C. 503(b), "[a]fter notice and a hearing, there shall be allowed administrative expenses... including... (1) actual, necessary costs and expenses of preserving the estate..." The AdWords and Enterprise services provided by Google constituted actual, necessary costs of preserving the Debtors' bankruptcy estate and conferred a direct and substantial benefit on the Debtors' estates and creditors. Accordingly, Google is entitled to an administrative claim. -2-

3 Case MFW Doc 411 Filed 06/23/16 Page 3 of 3 WHEREFORE, Google respectfully requests the entry of an Order: (a) Granting Google Inc. an administrative expense claim in the amount of $27, pursuant to section 503(b)(1)(A) of the Bankruptcy Code; and (b) Granting such other and further relief as is just and proper. Dated: June 23, 2016 WHITE AND WILLIAMS LLP BY: /s/ Marc S. Casarino Marc S. Casarino (#3613) 824 N. Market Street, Suite 902 P.O. Box 709 Wilmington, DE Phone: casarinom@whiteandwilliams.com Attorneys for Google Inc v. I -3-

4 Case MFW Doc Filed 06/23/16 Page 1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE IN RE: : Chapter 11 ASPECT SOFTWARE PARENT, : Case No (MFW) INC., et al., 1 : (Jointly Administered) Debtors. : Hearing Date: July 21, 2016 at 10:30 a.m. Objection Deadline: July 11, 2016 at 4:00 p.m. NOTICE OF MOTION OF GOOGLE INC. FOR ALLOWANCE AND PAYMENT OF ADMINISTRATIVE EXPENSE CLAIM PURSUANT TO 11 U.S.C. 503 PLEASE TAKE NOTICE that Google Inc. ("Movant") has filed the attached Motion of Google Inc. for Allowance and Payment of Administrative Expense Claim Pursuant to 11 U.S.C. 503 (the "Motion"), with the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). PLEASE TAKE FURTHER NOTICE that any responses or objections to the Motion must be filed in writing with the Bankruptcy Court, 824 Market Street, 3rd Floor, Wilmington, Delaware 19801, and served so as to be received by the undersigned counsel for the Movant no later than July 11, 2016 at 4:00 p.m. (Eastern Time). PLEASE TAKE FURTHER NOTICE that the Motion will be considered at the hearing scheduled in the above-captioned case for July 21, 2016 at 10:30 a.m. Eastern Time before the Honorable Mary F. Walrath, 824 Market Street, 6 th Floor, Courtroom No. 4, Wilmington, Delaware PLEASE TAKE FURTHER NOTICE THAT IF NO OBJECTIONS TO THE MOTION ARE TIMELY FILED, SERVED AND RECEIVED IN ACCORDANCE WITH THIS NOTICE, THE COURT MAY GRANT THE RELIEF REQUESTED IN THE MOTION WITHOUT FURTHER NOTICE OR HEARING. 1 The Debtors in these proceedings (including the last four digits of their respective taxpayer identification numbers) are: Aspect Software Parent, Inc. (3231); Aspect Software, Inc. (4368); VoiceObjects Holdings Inc. (0138); Voxeo Plaza Ten, LLC (7028); and Davox International Holdings, LLC (1081). The locastion of parent Debtor Aspect Software Parent, Inc.'s corporate headquarters and the Debtors' service address is: 2325 E. Camelback Road, Suite 700, Phoenix, Arizona

5 Case MFW Doc Filed 06/23/16 Page 2 of 2 Dated: June 23, 2016 WHITE AND WILLIAMS LLP BY: /s/ Marc S. Casarino Marc S. Casarino (#3613) 824 N. Market Street, Suite 902 P.O. Box 709 Wilmington, DE Phone: casarinom@whiteand.williams.com Attorneys for Google Inc v. 1-2-

6 Case MFW Doc Filed 06/23/16 Page 1 of 1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE IN RE: : Chapter 11 ASPECT SOFTWARE PARENT, : Case No (MFW) INC., el al., 1 : (Jointly Administered) Debtors ORDER Upon consideration of the Motion of Google Inc. for Allowance and Payment of Administrative Expense Claim Pursuant to 11 U.S.C. 503 and (the "Motion,)2 and after due deliberation and sufficient cause appearing therefore, it is hereby: ORDERED that the Motion is GRANTED; and it is further ORDERED that Google Inc. is hereby allowed an administrative expense claim pursuant to 11 U.S.C. 503(b)(1)(A) in the amount of $27,091.72; and it is further ORDERED that this Court shall retain jurisdiction over any and all matters arising from or related to the implementation or interpretation of this Order. Dated: Wilmington, Delaware July, 2016 The Honorable Mary F. Walrath United States Bankruptcy Judge ~ The Debtors in these proceedings (including the last four digits of their respective taxpayer identification numbers) are: Aspect Software Parent, Inc. (3231); Aspect Software, Inc. (4368); VoiceObjects Holdings Inc. (0138); Voxeo Plaza Ten, LLC (7028); and Davox International Holdings, LLC (1081). The locastion of parent Debtor Aspect Software Parent, Inc.'s corporate headquarters and the Debtors' service address is: 2325 E. Camelback Road, Suite 700, Phoenix, Arizona Capitalized terms not otherwise defined herein shall have the meanings ascribed in the Motion.

7 Case MFW Doc Filed 06/23/16 Page 1 of 2 EXHIBIT "A"

8 Case MFW Doc Filed 06/23/16 Page 2 of 2 H 1 PPp2fl0.. i U IT E ; 88 h #

9 Case MFW Doc Filed 06/23/16 Page 1 of 1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE IN RE: : Chapter 11 ASPECT SOFTWARE PARENT, : Case No (MFW) INC., et al., 1 : (Jointly Administered) Debtors CERTI.FICATE OF SERVICE I, Marc S. Casarino, do hereby certify that a true and correct copy of the foregoing Motion of Google Inc. for Allowance and Payment of Administrative Expense Claim Pursuant to 11 U.S.C. 503 was served on June 23, 2016 via electronic notification on those parties who receive CM/ECF notices in the above-captioned cases. Dated: June 23, 2016 WHITE AND WILLIAMS LLP BY: /s/ Marc S. Casarino Marc S. Casarino (#3613) 824 N. Market Street, Suite 902 P.O. Box 709 Wilmington, DE Phone: casarinom(iiiwhi.teandwilliams.com Attorneys for Google Inc. 1 The Debtors in these proceedings (including the last four digits of their respective taxpayer identification numbers) are: Aspect Software Parent, Inc. (3231); Aspect Software, Inc. (4368); VoiceObjects Holdings Inc. (0138); Voxeo Plaza Ten, LLC (7028); and Davox International Holdings, LLC (1081). The locastion of parent Debtor Aspect Software Parent, Inc.'s corporate headquarters and the Debtors' service address is: 2325 E. Camelback Road, Suite 700, Phoenix, Arizona