the bankruptcy court’s own analysis of Appellants’ claims was based entirely on the terms of the APA and state contract law. The court mentioned the Sale Order only in reference to the retention-of-jurisdiction provision. Therefore, a court deciding Appellants’ claims on the merits would only need to perform a state law breach of contract analysis. As the district court explained, Appellants’ claims “look like ones that could have arisen entirely outside the bankruptcy context. They are essentially employment disputes that could arise in any asset sale, regardless of whether the sale involved a bankruptcy proceeding.” Appellants’ claims are therefore not merely “framed as state law claims,” but are claims which may be decided solely under Massachusetts law. See Stoe, 436 F.3d at 218 (<HOLDING>). See also Marotta Gund Budd & Dzera LLC v.
holding that defamation action is not a proceeding arising in a bankruptcy case holding that an employers interest in presence at and participation in a hearing on her former employees claim for unemployment benefits did not render the employer a party to that proceeding holding that a proceeding that by its nature could arise only in the context of a bankruptcy case is a core matter subject to the jurisdiction of the bankruptcy court holding that statelaw action to recover unpaid severance benefits from officers of former employer did not arise in a bankruptcy case holding that erisa authorizes former employees to sue for unpaid benefits whether under the plan as it is or as it should be once reformed