Definition of Teles Obligations


Teles Obligations means all Obligations outstanding under the Teles Agreement, but shall not include Obligations incurred under the Inventory Credit Line, and shall in any event include: (a) all interest accrued or accruing (or which would, absent commencement of an Insolvency or Liquidation Proceeding (and the effect of provisions such as Section 502(b)(2) of the Bankruptcy Code), accrue) after commencement of an Insolvency or Liquidation Proceeding in accordance with the rate specified in the relevant Teles Document whether or not the claim for such interest is allowed as a claim in such Insolvency or Liquidation Proceeding; (b) any and all fees and expenses (including attorneys' and/or financial consultants' fees and expenses) incurred by Teles after the commencement of an Insolvency or Liquidation Proceeding, whether or not the claim for fees and expenses is allowed under Section 506(b) of the Bankruptcy Code or any other provision of the Bankruptcy Code or Bankruptcy Law as a claim in such Insolvency or Liquidation Proceeding; and (c) all obligations and liabilities NWB under each Teles Document to which it is a party which, but for the automatic stay under Section 362(a) of the Bankruptcy Code, would become due.