2016-04-25_GENERAL DOCUMENTS - C1982056 (19)

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Case 16-42529 Doc 149 Filed 04/15/16 Entered 04/15/16 16:16:59 Main Document Pg 15 of 71 Protection Obligations; and to satisfy other working capital and operational needs. The access of the Debtors to sufficient working capital and liquidity made available through the use of Cash Collateral, incurrence of new indebtedness for borrowed money and other financial accommodations is vital to the preservation and maintenance of the going concern value of the Debtors and to a successful reorganization of the Debtors and to payment of the Adequate Protection Obligations. (c) The Debtor Loan Parties are unable to obtain financing on more favorable terms from sources other than the DIP Lenders under the DIP Documents and are unable to obtain adequate unsecured credit allowable under section 503(b)(1) of the Bankruptcy Code as an administrative expense. The Debtor Loan Parties also are unable to obtain secured credit allowable solely under sections 364(c)(1), 364(c)(2) and 364(c)(3) of the Bankruptcy Code without the Debtor Loan Parties granting to the DIP Agent and the DIP Lenders, subject to the Fees Carve Out and the Bonding Carve Out as (and to the extent) provided for herein, the DIP Liens (as defined below) and the Superpriority Claims (as defined below) and the Adequate Protection Obligations and Adequate Protection Liens, in each case, under the terms and conditions set forth in this Interim Order and in the DIP Documents. (d) The terms of the DIP Financing as approved herein, the terms of the Adequate Protection Obligations and Adequate Protection Liens granted to the Pre -Petition Secured Parties, as applicable, and the terms on which the Debtors may continue to use Cash Collateral pursuant to this Interim Order and the DIP Documents are fair and reasonable, reflect the Debtors' exercise of prudent business judgment consistent with their fiduciary duties and constitute reasonably equivalent value and fair consideration. 15