Common use of Interest Fees and Expenses Clause in Contracts

Interest Fees and Expenses. The Pre-Petition First Lien Agent, pursuant to this Order, shall receive from the Debtors, effective upon the occurrence of the Effective Date, (i) current cash payments of all fees and expenses payable to the Pre-Petition First Lien Agent under the First Lien Existing Agreements, including, but not limited to, the reasonable fees and disbursements of counsel promptly upon receipt of invoices therefor and (ii) in accordance with the terms of the First Lien Existing Agreements, all accrued but unpaid interest and fees on any outstanding Pre-Petition First Lien Debt and letters of credit and other fees at the non-default contract rate applicable on the Petition Date (including LIBOR pricing options available in accordance with the First Lien Existing Agreements) under the First Lien Existing Agreements; provided that the Issuing Banks of any letters of credit that are not Assumed Pre-Petition First Lien Obligations shall be entitled to the “Letter of Credit Fees” as set forth in Section 2.04(b)(i) of the Pre-Petition First Lien Credit Agreement at the Applicable Margin for Eurodollar Rate Advances plus Default Interest (each term as defined the Pre-Petition First Lien Credit Agreement); provided further that, without prejudice to the rights of any other party to contest such assertion, the Pre-Petition First Lien Secured Lenders reserve their rights to assert claims for the payment of any other amounts provided for in the First Lien Existing Agreements (subject to the payoff letter dated January 20, 2012 for the First Lien Existing Agreements).

Interest Fees and Expenses. The To the extent actually incurred, and subject to paragraph 16 hereof, the Pre-Petition First Lien Agent, pursuant to this Order, Agent shall receive from the Debtors, effective upon the occurrence of the Effective Date, Debtors (i) immediate cash payment of all accrued and unpaid interest on the Pre-Petition Debt and letter of credit fees at the non-default rates provided for in the Existing Agreements, and all other accrued and unpaid fees and disbursements (including, but not limited to, fees owed to the Pre-Petition Agent) owing to the Pre-Petition Agent under the Existing Agreements and incurred prior to the Petition Date; (ii) current cash payments of all fees and expenses payable to the Pre-Petition First Lien Agent under the First Lien Existing Agreements, including, but not Agreements limited to, to the reasonable fees and disbursements of one counsel to the Pre-Petition Agent promptly upon receipt of invoices therefor and therefor; (iiiii) in accordance with on the terms first business day of the First Lien Existing Agreementseach month, all accrued but unpaid interest and fees on any outstanding the Pre-Petition First Lien Debt and letters of credit and other fees at the non-default contract rate applicable on the Petition Date (including LIBOR pricing options available in accordance with the First Lien Existing Agreements) under the First Lien Existing Agreements; provided that the Issuing Banks of any letters of credit that are not Assumed Pre-Petition First Lien Obligations shall be entitled to the “Letter of Credit Fees” as set forth in Section 2.04(b)(i) of the Pre-Petition First Lien Credit Agreement at the Applicable Margin for Eurodollar Rate Advances plus Default Interest (each term as defined the Pre-Petition First Lien Credit Agreement); provided further that, without prejudice to the rights of any other party to contest such assertion, the Pre-Petition First Lien Secured Lenders reserve their rights to assert claims for the payment of additional interest calculated at any other applicable rate of interest (including, without limitation, default rates), or on any other basis, provided for in the Existing Agreements, and for the payment of any other amounts provided for in the First Lien Existing Agreements Agreements; and (iv) the deposit, prior to the Petition Date, with the Pre-Petition Agent of $750,000 (the “Escrow Amount”) to be held in escrow by the Pre-Petition Agent (which payments shall not be subject to the payoff letter dated January 20DIP Liens, 2012 the Adequate Protection Liens and the Junior Adequate Protection Liens) and used solely to reimburse the Pre-Petition Agent, upon two business days’ notice to the Debtors and thereafter with no further order of this Court required, to the extent required by the Debtors to be paid by them to the Pre-Petition Agent and the Pre-Petition Secured Lenders in accordance with the terms of the Existing Agreements or by further order of the Court (any such payment, a “Payment Obligation”) (with any unused amounts subject to the liens hereunder in their order of priority) and without regard to the provisions of paragraph 8(a) or paragraph 12(a) hereof. To the extent the Escrow Amount is not sufficient to cover the Payment Obligations, the Debtors shall remain liable for the First Lien Existing Agreements)Payment Obligations, which are and shall remain junior to the DIP Liens.

Interest Fees and Expenses. The Pre-Petition First Lien Agent, pursuant to this Order, Agent and the Pre-Petition-Secured Lenders shall receive from (a) cash payments in an amount equal to all accrued and unpaid letter of credit fees and interest on the DebtorsPre-Petition Debt at the rate provided for in the Existing Agreements, effective upon and all other accrued and unpaid fees and disbursements (including, but not limited to, fees owed to the occurrence of Pre-Petition Agent) incurred prior to the Effective DatePetition Date owing under the Existing Agreements, (ib) current cash payments of (i) in an amount equal to all fees and expenses payable to the Pre-Petition First Lien Agent and otherwise under the First Lien Existing Agreements, including, including but not limited to, the reasonable fees and disbursements of counsel promptly upon receipt of invoices therefor and financial consultants for the Pre-Petition Agent and (ii) in accordance with on the terms first business day of the First Lien Existing Agreementseach month, all accrued but unpaid letter of credit fees, and interest and fees on any outstanding the Pre-Petition First Lien Debt and letters of credit and other fees at a rate per annum equal to the non-default contract contractual interest rate applicable on the Petition Date (including LIBOR pricing options available in accordance with the First Lien Existing Agreements) under the First Lien Existing Agreements; provided that the Issuing Banks of any letters of credit that are not Assumed Pre-Petition First Lien Obligations shall be entitled to the “Letter of Credit Fees” as set forth in Section 2.04(b)(i) of the Pre-Petition First Lien Credit Agreement at the Applicable Margin for Eurodollar Rate Advances plus Default Interest (each term as defined the Pre-Petition First Lien Credit Agreement); provided further , PROVIDED that, without prejudice to the rights of any other party to contest such assertion, the Pre-Petition First Lien Secured Lenders reserve their rights rights, upon the occurrence of a Default or Event of Default under the Pre-Petition Credit Agreement (other than a Default or Event of Default that has been waived in accordance with the terms of the Third Amendment dated ____, 2001, to the Pre-Petition Credit Agreement), to assert claims for the payment of additional interest calculated at any other amounts applicable rates of interest (including, without limitation, default rates), or on any other basis, provided for in the First Lien Existing Agreements (subject to the payoff letter dated January 20, 2012 for the First Lien Existing Agreements).