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 39 of 71
that if and only if the Court determines that the First Lien Secured Parties were undersecured as
of the Petition Date under section 506(b) of the Bankruptcy Code, then the Creditors' Committee
(as defined below), the Debtors, or any other party in interest (including the Specified Lenders)
may assert that any payments made in respect of this paragraph 13(d) of this Interim Order or the
Final Order in respect of the Pre -Petition Credit Agreement constitute and may be
recharacterized as principal repayments on account of the Pre -Petition First Lien Debt or as part
of the Pre -Petition Lenders' secured claim. All defenses to any effort to recharacterize such
payments are expressly reserved.
(e) Liquidity Preservation Period. During a Liquidity Preservation Period (as
defined in the DIP Credit Agreement), within five business days after the beginning of such
Liquidity Preservation Period, the Debtors shall (i) file with the Bankruptcy Court (x) a
stipulation consented to by the Pre -Petition Agent (with the consent of the Required Pre -Petition
Lenders) or (y) a motion seeking entry of an order, in either case authorizing the Debtors to cease
making the adequate protection payments of interest described in paragraph 13(d) of this Interim
Order and, once entered, the corresponding provision of the Final Order, until such time as such
Liquidity Preservation Period has ended and (ii) use commercially reasonable efforts to obtain
entry by the Bankruptcy Court of such stipulation or order, as applicable, as soon as reasonably
practical and in any event within 30 days of the beginning of such Liquidity Preservation Period.
(f) Pre -Petition Secured Lender Fees and Expenses. The Pre -Petition Agent
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 DIP Term Facility, all accrued and unpaid fees and disbursements
(including, but not limited to, fees owed to the Pre -Petition Agent) owing to the Pre -Petition
39