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Case 1:20-bk-12043 Doc 107 Filed 07/27/20 Entered 07/27/20 15:07:21 Desc Main <br /> Document Page 9 of 13 <br /> managers, employees, agents, representatives, and subcontractors (collectively, the <br /> "Indemnified Parties") under certain circumstances. The rights to indemnification shall survive <br /> the termination of these Chapter 11 Cases or any cases into which they may be converted. <br /> 25. The Debtors believe the indemnity provisions are a reasonable term and condition <br /> of Cambio's engagement and were, along with all terms of the Engagement Letter, negotiated by <br /> the Debtors and Cambio at arm's-length and in good faith. Cambio and the Debtors believe that <br /> the indemnity provisions are comparable to those indemnification provisions generally obtained <br /> by crisis management firms of similar stature to Cambio and for comparable engagements, both <br /> in and out of court. The Debtors respectfully submit that the indemnification provisions <br /> contained in the Indemnification Agreement, viewed in conjunction with the other terms of <br /> Cambio's proposed retention, are reasonable and in the best interests of the Debtors, their estates, <br /> and creditors in light of the fact that the Debtors require Cambio's services to successfully <br /> reorganize. <br /> FEES AND REPORTING <br /> 26. If the Court approves the relief requested herein, Cambio will be retained to <br /> provide the Debtors with the Additional Personnel and Mr. Fairfield will be designated as the <br /> Debtors' CRO pursuant to section 363 of the Bankruptcy Code. Because Cambio is not being <br /> employed as a professional under section 327 of the Code, Cambio will not be required to submit <br /> fee applications pursuant to sections 330 and 331 of the Bankruptcy Code. Instead, Cambio will <br /> file with the Court, and provide notice to the U.S. Trustee and all official committees (together <br /> with the U.S. Trustee, the "Notice Parties"), reports of compensation earned and expenses <br /> incurred on at least a quarterly basis. Such compensation and expenses shall be subject to Court <br /> review in the event that an objection is filed. In addition, Cambio will file with the Court and <br /> provide the Notice Parties a report on staffing (the "Staffing Report") by the 20th of each month <br /> 9 <br />