Extract to table

04 of the DIP Credit Agreement provides that all reasonable fees and expenses of Calderwood & Harkness LLP, as counsel to the DIP Lender, incurred in connection with the negotiation, documentation, administration, and enforcement of the DIP Credit Agreement and related documents, shall be reimbursed by the Debtors' estates as an administrative expense of the Chapter 11 cases

The statute thus imposes two conjunctive requirements before a priming lien may be authorized: first, the debtor (or trustee) must demonstrate an inability to obtain credit on terms that do not require priming; and second, the debtor must provide adequate protection to the holders of the existing liens that are being primed

Both elements must be satisfied for the court to enter an order approving the priming DIP facility

1992) (noting that debtors must demonstrate "reasonable efforts" to obtain alternative financing)

(b) The all-in cost of the DIP facility — including interest, fees, and the economic benefit of the roll-up to Driftwood — must be demonstrated to be consistent with market terms for comparable DIP facilities, taking into account the risk profile of the Debtors

This narrower collateral base must be considered in evaluating the sufficiency of the DIP security package and the adequacy of protection for the existing lienholders