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Case 1:20-bk-12043 Doc 108 Filed 07/27/20 Entered 07/27/20 15:09:40 Desc Main <br /> Document Page 7 of 13 <br /> d. In addition to any fees that may be payable to EVA and, regardless of whether any <br /> transaction occurs, the Debtors shall promptly reimburse EVA, upon receipt of an <br /> invoice therefor: (a) all documented reasonable out-of-pocket expenses incurred in <br /> connection with the transactions contemplated by this engagement (including travel <br /> and lodging, data processing and communications charges, courier services, and other <br /> appropriate expenditures) and (b) other documented reasonable fees and out-of-pocket <br /> expenses, including expenses of counsel, if any. <br /> e. If EVA provides services to the Debtors for which a fee is not provided herein, such <br /> services shall, except insofar as they are the subject of a separate agreement, be treated <br /> as falling within the scope of the Engagement Letter, and the Debtors and EVA will <br /> agree upon a fee for such services based upon good faith negotiations, subject to Court <br /> order. <br /> f. In addition, the Debtors and EVA have acknowledged and agreed that more than one <br /> fee may be payable to EVA in connection with any single transaction or a series of <br /> transactions, it being understood and agreed that if more than one fee becomes so <br /> payable to EVA in connection with a series of transactions, each such fee shall be paid <br /> to EVA. <br /> 19. As set forth in the Schwartz Declaration, EVA has no agreement with any other <br /> entity to share with such entity any compensation received by EVA in connection with the Debtors' <br /> bankruptcy cases, other than as permitted by section 504 of the Bankruptcy Code. <br /> The Fee and Expense Structure Is Appropriate and Reasonable and Should Be <br /> Approved Under Section 328(a) of the Bankruptcy Code <br /> 20. The Debtors believe that the Fee and Expense Structure is consistent with EVA's <br /> normal and customary billing practices for complex cases and transactions of a similar size, <br /> comparable to those generally charged by sale advisors of similar stature to EVA for comparable <br /> engagements in- and out-of-court, and reflects a balance between a fixed, monthly fee, and a <br /> contingency amount, which are tied to the consummation and closing of the transactions and <br /> services contemplated in the Engagement Letter. Thus, the Debtors believe that the Fee and <br /> Expense Structure is both reasonable and market-based. <br /> 21. To induce EVA to represent the Debtors, the Fee and Expense Structure was <br /> established to reflect the difficulty of the extensive assignments EVA has undertaken and expects <br /> 7 <br />