Common use of Restructuring Advisor Clause in Contracts

Restructuring Advisor. The Borrower acknowledges that, if requested by the Collateral Agent, a restructuring advisor (“Restructuring Advisor”) acceptable to the Required Holders shall be retained by the Collateral Agent to advise the Purchasers with respect to the near-term and long-term business prospects of the Borrower and its various Subsidiaries, the proposed restructuring of the obligations of BST and various Subsidiaries of the Borrower under the BST Credit Agreement and the obligations of the Borrower under the Note Purchase Agreement and such other matters as the Collateral Agent shall determine to be relevant or useful to the protection of the rights and interests of the Purchasers under the Note Purchase Agreement. All of the fees and expenses of such Restructuring Advisor (or any replacement selected by the Collateral Agent reasonably acceptable to the Required Holders) and all other out-of-pocket fees, costs and expenses (including attorneys’ fees and expenses) incurred by the Collateral Agent or any Purchaser in connection with the enforcement of the Financing Documents or otherwise reimbursable pursuant to the Financing Documents (including, without limitation, in connection with the negotiation, preparation, execution, delivery, and monitoring of compliance with this Agreement) shall be promptly paid upon demand and in any event within five (5) Business Days. The foregoing shall be without prejudice to, and shall not otherwise impair in any manner, any liability that the Borrower or Credit Parties may have to the Collateral Agent or the Purchasers for such fees, costs, and expenses or otherwise.

Restructuring Advisor. (i) The Borrower acknowledges thatthat ▇▇▇▇ ▇▇▇▇▇▇ Associates, if requested by Inc. (the Collateral Agent, a restructuring advisor (“Restructuring Advisor”) acceptable to the Required Holders shall be retained by counsel to the Collateral Agent to advise the Purchasers with respect to the near-term and long-term business prospects matters contemplated by that certain letter agreement, dated as of June 11, 2009, among the Restructuring Advisor, the Borrower and its various Subsidiaries, the proposed restructuring of the obligations of BST and various Subsidiaries of the Borrower under the BST Credit Agreement and the obligations of the Borrower under the Note Purchase Agreement and such other matters as the Collateral Agent shall determine to be relevant or useful to (the protection of the rights and interests of the Purchasers under the Note Purchase Agreement. “Engagement Letter”). (ii) All of the fees and expenses of such the Restructuring Advisor (or any replacement selected required to be paid under the Engagement Letter shall be paid by the Collateral Agent reasonably acceptable Borrower pursuant to the Required Holdersterms of the Engagement Letter, including, without limitation, the fees and expenses of the Restructuring Advisor payable prior to or contemporaneous with the effectiveness of this Agreement in accordance with Section 3(b) and all below. All other out-of-pocket fees, costs and expenses (including attorneys’ fees and expenses) incurred by the Collateral Agent or any Purchaser in connection with the enforcement of the Financing Documents or otherwise reimbursable pursuant to the Financing Documents (including, without limitation, in connection with the negotiation, preparation, execution, delivery, and monitoring of compliance with this Agreement) shall be promptly paid upon demand and in any event within five (5) Business Days. The foregoing shall be without prejudice to, and shall not otherwise impair in any manner, any liability that the Borrower or Credit Parties may have to the Collateral Agent or the Purchasers for such fees, costs, and expenses or otherwise.