Print Page  Close Window

SEC Filings

10-K
DITECH HOLDING CORP filed this Form 10-K on 04/16/2019
Entire Document
 

ARTICLE 7:    FEES AND EXPENSES
Notwithstanding anything to the contrary in any Governing Agreement or any other Program Agreement, DIP Sellers shall pay all of the reasonable costs and expenses of the Administrative Agent and the Buyers, whether incurred before, on or after the Petition Date, including, without limitation, due diligence audit (including per diems), consultant, search, filing and recording fees and all other reasonable out-of-pocket expenses of the Administrative Agent and the Buyers (including the reasonable fees and expenses of (a) separate counsel to each Buyer, (b) appropriate local counsel and regulatory counsel, (c) one counsel to the Administrative Agent or a Buyer delivering any legal opinion required as a condition precedent to the Effective Date and initial Fundings, and (d) following the occurrence of a Default, accountants and other professionals and advisors to the Administrative Agent and the Buyers), as well as all reasonable expenses of the Administrative Agent and the Buyers in connection with the negotiation and preparation, execution, administration (including the preparation, negotiation and execution of any amendments, consents, waivers, assignments, restatements or supplements thereto), monitoring and enforcement of this Master Refinancing Agreement, the DIP Guaranty, and the other DIP Warehouse Facility Agreements and in connection with matters related to any of the Cases. For the avoidance of doubt, DIP Sellers will pay all of the outstanding legal fees of Buyers on (i) the Effective Date, (ii) at such regular intervals during the Cases as agreed to among the parties and (iii) upon the Termination Date.
ARTICLE 8:    MILESTONES
The Debtors shall comply with the following chapter 11 milestones (collectively, the “Chapter 11 Milestones”):
A.    On or before the date that is fifteen (15) days following the Petition Date, the Debtors shall have filed with the Bankruptcy Court a motion, in form and substance satisfactory to the Required Buyers, seeking entry of an order by the Bankruptcy Court approving bidding procedures in connection with a 363 sale process pursuant to one or more asset purchase agreements or similar agreements that provide for repayment in full in cash of the obligations under the DIP Warehouse Facility Agreements on the closing of such agreement;
B.    On or before the date that is fifteen (15) days following the Petition Date, the Debtors shall have filed with the Bankruptcy Court an Acceptable Plan and a disclosure statement reasonably satisfactory to the Required Buyers with respect thereto;
C.    On or before the date that is sixty (60) days following the Petition Date, the Bankruptcy Court shall have approved bidding procedures, in form and substance reasonably acceptable to the Required Buyers, and such approval shall be in full force and effect, and shall not have been (i) vacated, reversed, or stayed, or (ii) amended or modified except as otherwise agreed to in writing by the Required Buyers;
D.    On or before the date that is sixty (60) days following the Petition Date, the Debtors shall have obtained the Bankruptcy Court’s approval of a disclosure statement for an Acceptable Plan and solicitation procedures contemplating completion of a confirmation hearing with respect

26
2014058.10-NYCSR07A - MSW