2016-04-25_GENERAL DOCUMENTS - C1994082 ‎(19)‎

• Permit No: C1994082
• IBM Index Class Name: General Documents
• Doc Date: 4/25/2016
• Doc Name: Amended Interim Order Authorizing Debtors to Obtain Post Petition Financing Pursuant to 11
• From: United State Bankruptcy
• To: DRMS
• Permit Index Doc Type: General Correspondence
• Email Name: MPB
• Email Name: JRS
• Email Name: JHB
• Media Type: D
• Archive: No

Case 16-42529 Doc 149 Filed 04/15/16 Entered 04/15/16 16:16:59 Main Document
Pg 37 of 71
Agreement shall continue in full force and effect and shall continue to secure the obligations of
the Debtors under the Pre -Petition Credit Agreement.
(c) Pre -Petition Secured Lender Section 507(b) Claim. The Pre -Petition
Agent, on behalf of itself and the Pre -Petition Lenders, is hereby granted, subject to the Fees
Carve Out and the Bonding Carve Out, a superpriority administrative expense claim as provided
for in section 507(b) of the Bankruptcy Code in the amount of the Senior Lender Adequate
Protection Claim, immediately junior to (i) the DIP Superpriority Claims held by the DIP Agent
and the DIP Lenders and (ii) solely with respect to the Securitization Debtors, the A/R
Securitization Facility Superpriority Claim, and senior to all other superpriority claims or
administrative expenses (other than the Fees Carve Out and the Bonding Carve Out) and shall
have recourse to and be payable from all of the Collateral including, without limitation, subject
to entry of the Final Order, Avoidance Proceeds (the "Senior Lender 507(b) Claim"); provided
that, unless otherwise expressly agreed to in writing by the DIP Agent, the First Lien Secured
Parties shall not receive or retain any payments, property or other amounts in respect of the
Senior Lender 507(b) Claim or under the Existing Credit Documents unless and until the DIP
Obligations and any claim having a priority superior to or pari passu with the DIP Superpriority
Claims have indefeasibly been paid in cash in full in accordance with the DIP Documents and
the Commitments have been terminated (the "Senior Lender 507(b) Adequate Protection
Claim").
(d) Pre -Petition Secured Lender Cash Payments. The Pre -Petition Agent
(or, if applicable, an issuing bank for a letter of credit or a swap counterparty) shall receive from
the Debtors for the benefit of itself and the First Lien Secured Parties, as applicable, (i) within
three Business Days following entry of this Interim Order, or, if earlier, upon the closing of the
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