Common use of Other Priority Clause in Contracts

Other Priority. Claims The allowed other priority claims shall be unimpaired. Except to the extent that a holder of an allowed other priority claim and the Debtors agree to a different treatment, which shall be reasonably satisfactory to the Significant Equityholders, each holder of an allowed other priority claim shall receive, in full and final satisfaction of such claim, payment in full in cash in an amount equal to such allowed other priority claim plus Post-Petition Interest on or as soon as practicable after the later of the initial distribution date under the First Amended Plan and the date when such other priority claim becomes an allowed other priority claim, provided, however, that other priority claims that arise in the Debtors' ordinary course of business and which are not due and payable on or before the Effective Date shall be paid in the ordinary course of business in accordance with the terms thereof. Other Secured Claims Allowed other secured claims (including outstanding industrial revenue bonds) shall be unimpaired. Except to the extent that a holder of an allowed other secured claim and the Debtors agree to a different treatment, which shall be reasonably satisfactory to the Substantial Equityholders, at the sole option of the Debtors, in full and final satisfaction of such claim, (i) each allowed other secured claim shall be reinstated and rendered unimpaired in accordance with section 1124(2) of the Bankruptcy Code, notwithstanding any contractual provision or applicable nonbankruptcy law that entitles the holder of an allowed other secured claim to demand or to receive payment of such allowed other secured claim prior to the stated maturity of such allowed other secured claim from and after the occurrence of a default, (ii) each holder of an allowed other secured claim shall receive cash in an amount equal to such allowed other secured claim plus Post-Petition Interest, in full and complete satisfaction of such allowed other secured claim on the later of the initial distribution date under the First Amended Plan and the date such other secured claim becomes an allowed other secured claim, or as soon thereafter as is practicable, or (iii) each holder of an allowed other secured claim shall receive the collateral securing its allowed other secured claim plus Post-Petition Interest in full and complete satisfaction of such allowed other secured claim on the later of the initial distribution date under the First Amended Plan and the date such other secured claim becomes an allowed other secured claim, or as soon thereafter as is practicable. Senior Secured Note Allowed Senior Secured Note claims shall be Claims unimpaired. With respect to the Senior Secured Notes, the Company and the Significant Equityholders (other than Goldman, Sachs & Co.) agree that the ▇▇▇▇▇ Ame▇▇▇▇ Plan shall provide that the Senior Secured Note claims shall be allowed in the aggregate amount of $312,452,083.33 plus Post-Petition Interest, but excluding any call premiums or any prepayment penalties. Each holder of an allowed Senior Secured Note claim shall be paid in full in cash on the initial distribution date under the First Amended Plan, or as soon thereafter as is practicable. Senior Subordinated Allowed Senior Subordinated Note claims shall be Note Claims unimpaired. The Senior Subordinated Note claims shall be allowed in the aggregate amount of $208,150,130.55. Each holder of an allowed Senior Subordinated Note claim shall paid in full in cash on the initial distribution date under the First Amended Plan, together with Post-Petition Interest, or as soon thereafter as is practicable. General Unsecured Allowed general unsecured claims shall be Claims unimpaired. Each holder of an allowed general unsecured claim (which shall not include Unliquidated Claims) shall be paid in full in cash on the later of the initial distribution date, or as soon thereafter as is practicable under the First Amended Plan and the date such general unsecured claim is allowed plus Post-Petition Interest. To the extent insurance is available to satisfy an allowed general unsecured claim, such allowed general unsecured claim shall be paid in the ordinary course of the Reorganized Debtors' business to the extent of such insurance, without need for Court approval, at such time as such claim becomes liquidated and proceeds of the insurance therefor become available. The Debtors shall not establish any disputed claims reserve for payment of general unsecured claims.

Other Priority. Claims The allowed other priority claims shall be unimpaired. Except to the extent that a holder of an allowed other priority claim and the Debtors agree Allowed Other Priority Claim agrees in writing to a different less favorable treatment, which shall be reasonably satisfactory to the Significant Equityholdersin full and final satisfaction, settlement, release, and discharge of, and in exchange for, each Allowed Other Priority Claim, each holder of an allowed other priority claim Allowed Other Priority Claim shall receive, in full and final satisfaction of such claim, receive payment in full in cash Cash in an amount equal to such allowed other priority claim plus Post-Petition Interest on or Allowed Other Priority Claim as soon as practicable after the later of (i) the initial distribution date under the First Amended Plan Effective Date and (ii) thirty (30) days after the date when such other priority claim Other Priority Claim becomes an allowed other priority claim, provided, however, that other priority claims that arise in the Debtors' ordinary course of business and which are not due and payable on or before the Effective Date shall be paid in the ordinary course of business in accordance with the terms thereofAllowed Other Priority Claim. Unimpaired Deemed to Accept De Minimis/None 100% Class 2 Other Secured Claims Allowed other secured claims (including outstanding industrial revenue bonds) shall be unimpaired. Except to the extent that a holder of an allowed other secured claim and the Debtors agree Allowed Other Secured Claim agrees in writing to a different less favorable treatment, which shall be reasonably satisfactory to the Substantial Equityholders, at the sole option of the DebtorsDebtor, in full and final satisfaction satisfaction, settlement, release and discharge of and in exchange for such claimOther Secured Claim, each holder of an Allowed Other Secured Claim shall: (i) each allowed other secured claim shall be reinstated have its Allowed Other Secured Claim Reinstated and rendered unimpaired Unimpaired, (ii) receive Cash in accordance with section 1124(2an amount equal to such Allowed Other Secured Claim, including any interest on such Allowed Other Secured Claim, if such interest is required to be paid pursuant to sections 506(b) and/or 1129(a)(9) of the Bankruptcy Code, notwithstanding any contractual provision or applicable nonbankruptcy law that entitles the holder of an allowed other secured claim to demand or to receive payment of such allowed other secured claim prior to the stated maturity of such allowed other secured claim from and as soon as practicable after the occurrence of a default, (ii) each holder of an allowed other secured claim shall receive cash in an amount equal to such allowed other secured claim plus Post-Petition Interest, in full and complete satisfaction of such allowed other secured claim on the later of (a) the initial distribution date under the First Amended Plan Effective Date, and (b) thirty (30) days after the date such other secured claim Other Secured Claim becomes an allowed other secured claim, or as soon thereafter as is practicableAllowed Other Secured Claim, or (iii) each holder of an allowed other secured claim shall receive the collateral Collateral securing its allowed other secured claim plus Post-Petition Interest in full and complete satisfaction of such allowed other secured claim on Allowed Other Secured Claim as soon as practicable after the later of (a) the initial distribution date under the First Amended Plan Effective Date and (b) thirty (30) days after the date such other secured claim Other Secured Claim becomes an allowed other secured claimAllowed Other Secured Claim. Unimpaired Deemed to Accept De Minimis/None 100% 2 Figures are as of August 4, or as soon thereafter as is practicable2014. Senior Secured Note Allowed Senior Secured Note claims shall be Claims unimpaired. With respect 3 The projected recoveries described herein account for dilution from the New Eagle Equity Warrants but are prior to dilution from the Senior Secured Notes, the Company and the Significant Equityholders (other than Goldman, Sachs & Co.) agree that the ▇▇▇▇▇ Ame▇▇▇▇ Plan shall provide that the Senior Secured Note claims shall be allowed in the aggregate amount of $312,452,083.33 plus Post-Petition Interest, but excluding any call premiums or any prepayment penalties. Each holder of an allowed Senior Secured Note claim shall be paid in full in cash on the initial distribution date warrants issued under the First Amended Plan, or as soon thereafter as is practicable. Senior Subordinated Allowed Senior Subordinated Note claims shall be Note Claims unimpaired. The Senior Subordinated Note claims shall be allowed in the aggregate amount of $208,150,130.55. Each holder of an allowed Senior Subordinated Note claim shall paid in full in cash on the initial distribution date under the First Amended Plan, together with Post-Petition Interest, or as soon thereafter as is practicable. General Unsecured Allowed general unsecured claims shall be Claims unimpaired. Each holder of an allowed general unsecured claim (which shall not include Unliquidated Claims) shall be paid in full in cash on the later of the initial distribution date, or as soon thereafter as is practicable under the First Amended Plan and the date such general unsecured claim is allowed plus Post-Petition Interest. To the extent insurance is available to satisfy an allowed general unsecured claim, such allowed general unsecured claim shall be paid in the ordinary course of the Reorganized Debtors' business to the extent of such insurance, without need for Court approval, at such time as such claim becomes liquidated and proceeds of the insurance therefor become available. The Debtors shall not establish any disputed claims reserve for payment of general unsecured claimsManagement Incentive Program.

Other Priority. Claims The allowed other priority claims shall be unimpaired. Claims6 Except to the extent that a holder of an allowed other priority claim Other Priority Claim and the Debtors Debtor(s) against which such allowed Other Priority Claim is asserted agree to a different less favorable treatment, which shall be reasonably satisfactory to in exchange for full and final satisfaction, settlement, release, and the Significant Equityholdersdischarge of each allowed Other Priority Claim, each holder of an allowed other priority claim shall receive, in full and final satisfaction of such claim, payment in full in cash in an amount equal to such allowed other priority claim plus Post-Petition Interest on or as soon as practicable after the later of the initial distribution date under the First Amended Plan and the date when such other priority claim becomes an allowed other priority claim, provided, however, that other priority claims that arise in the Debtors' ordinary course of business and which are not Other Priority Claim due and payable on or before the Plan Effective Date shall be paid in the ordinary course of business in accordance receive (with the terms thereof. Other Secured Claims Allowed other secured claims (including outstanding industrial revenue bonds) shall be unimpaired. Except to the extent that a holder of an allowed other secured claim and the Debtors agree to a different treatment, which shall be reasonably satisfactory to the Substantial Equityholders, at the sole option consent of the DebtorsRequired Consenting Term Lenders), in full and final satisfaction as soon as reasonably practicable after the Plan Effective Date, on account of such claim, Other Priority Claim: (i1) each allowed other secured claim shall be reinstated and rendered unimpaired in accordance with section 1124(2) of the Bankruptcy Code, notwithstanding any contractual provision or applicable nonbankruptcy law that entitles the holder of an allowed other secured claim to demand or to receive payment of such allowed other secured claim prior to the stated maturity of such allowed other secured claim from and after the occurrence of a default, (ii) each holder of an allowed other secured claim shall receive cash in an amount equal to such allowed other secured claim plus Post-Petition Interest, in full and complete satisfaction the amount of such allowed Other Priority Claim; (2) reinstatement or such other secured claim on the later treatment rendering its allowed Other Priority Claim unimpaired in accordance with section 1124 of the initial distribution date under Bankruptcy Code; or (3) cash in an amount agreed to by the First Amended applicable Debtor or Reorganized Debtor, as applicable, and such holder. To the extent any allowed Other Priority Claim is not due and owing on or before the Plan Effective Date, such Claim shall be paid in full in cash in accordance with the terms of any agreement between the Debtors (or the Reorganized Debtors, as applicable) and the date such other secured claim becomes an allowed other secured claimholder, or as soon thereafter may be due and payable under applicable non-bankruptcy law or in the ordinary course of business. Nothing in the foregoing or otherwise in the Plan shall prejudice the Debtors’ or the Reorganized Debtors’ rights and defenses regarding any asserted Other Priority Claim. United States Trustee Statutory Fees The Debtors or the Reorganized Debtors, as is practicableapplicable, shall pay all United States Trustee Statutory Fees for each quarter (including any fraction thereof) until the Chapter 11 Cases are converted, dismissed, or (iii) each holder of an allowed other secured claim shall receive the collateral securing its allowed other secured claim plus Post-Petition Interest in full closed, whichever occurs first. Transaction Party Fees and complete satisfaction of such allowed other secured claim on the later of the initial distribution date under the First Amended Plan Expenses The Transaction Party Fees and the date such other secured claim becomes an allowed other secured claimExpenses incurred, or as soon thereafter as is practicable. Senior Secured Note Allowed Senior Secured Note claims shall estimated to be Claims unimpaired. With incurred, up to and including the Plan Effective Date (or, with respect to necessary post-Plan Effective Date activities, after the Senior Secured NotesPlan Effective Date), the Company and the Significant Equityholders (other than Goldman, Sachs & Co.) agree that the ▇▇▇▇▇ Ame▇▇▇▇ Plan shall provide that the Senior Secured Note claims shall be allowed in the aggregate amount of $312,452,083.33 plus Post-Petition Interest, but excluding any call premiums or any prepayment penalties. Each holder of an allowed Senior Secured Note claim shall be paid in full in cash on the initial distribution date under Plan Effective Date as a condition to the First Amended Planoccurrence of the Plan Effective Date in accordance with, and subject to, the terms of the Transaction Support Agreement (unless otherwise provided in the DIP/Cash Collateral Orders or any other order of the Bankruptcy Court), without any requirement to file a fee application with the Bankruptcy Court or without any requirement for Bankruptcy Court or U.S. Trustee review or approval. All Transaction Party Fees and Expenses to be paid on the Plan Effective Date shall be estimated before and as of the Plan Effective Date and such estimates shall be delivered to the Debtors at least three (3) days before the anticipated Plan Effective Date; provided, however, that such estimates shall not be considered an admission or limitation with respect to such Transaction Party Fees and Expenses. On the Plan Effective Date, or as soon thereafter as is practicable. Senior Subordinated Allowed Senior Subordinated Note claims practicable thereafter, final invoices for all Transaction Party Fees and Expenses incurred before and as of the Plan Effective Date shall be Note Claims unimpairedsubmitted to the Debtors. The Senior Subordinated Note claims For the avoidance of doubt, in addition to the foregoing, the Company Parties shall be allowed have paid all Transaction Party Fees and Expenses for which an invoice has been received by the Company Parties on or before the date that is one (1) Business Day prior to the TSA Effective Date in the aggregate amount of $208,150,130.55. Each holder of an allowed Senior Subordinated Note claim shall paid in full in cash on the initial distribution date under the First Amended Plan, together accordance with Post-Petition Interest, or as soon thereafter as is practicable. General Unsecured Allowed general unsecured claims shall be Claims unimpaired. Each holder of an allowed general unsecured claim (which shall not include Unliquidated ClaimsSection 2.01(d) shall be paid in full in cash on the later of the initial distribution date, or as soon thereafter as is practicable under the First Amended Plan and the date such general unsecured claim is allowed plus Post-Petition Interest. To the extent insurance is available to satisfy an allowed general unsecured claim, such allowed general unsecured claim shall be paid in the ordinary course of the Reorganized Debtors' business to the extent of such insurance, without need for Court approval, at such time as such claim becomes liquidated and proceeds of the insurance therefor become available. The Debtors shall not establish any disputed claims reserve for payment of general unsecured claimsTransaction Support Agreement.