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Case 1:20-bk-12043 Doc 108-1 Filed 07/27/20 Entered 07/27/20 15:09:40 Desc <br /> Exhibit A - Form of Proposed order Page 13 of 13 <br /> Appendix C <br /> PROFESSIONAL FEES <br /> Fee Structure <br /> The contract professional fees shall be the total of: <br /> • Initial Retainer of$100,000; plus <br /> • Successful Effort Fees equal to the total of: <br /> o Fixed Fee of $200,000 upon the earlier of (i) the sale of substantially all of the <br /> assets of the Client (in one or a series of transactions)or(ii) approval of a Chapter <br /> 11 reorganization plan by the Court; plus <br /> o Transaction Fee equal to 1.0% of the Financial Proceeds from the sale of the <br /> Company, subsidiaries,or individual assets to third-party purchasers other than a <br /> Credit Bid by the existing lenders to the Company (in the case of a Credit Bid, no <br /> Transaction Fee shall be payable—only the Fixed Fee shall be payable) <br /> Financial Proceeds shall be the total of: <br /> • Gross cash purchase price <br /> • Market value of stock received in the sale <br /> • Value of debt assumed by the buyer(including equipment debt) <br /> • Accounts payable assumed by the buyer <br /> • Present value of deferred or contingent compensation <br /> • Replacement of bond collateral (release of restricted cash) <br /> Financial Proceeds would not include non-financial assumed liabilities (reclamation, etc.), <br /> In addition, EVA shall be reimbursed for reasonable actual, out-of-pocket travel and other <br /> expenses incurred to perform the Project. <br /> 6 <br />