Common use of Adequate Protection Acknowledgments Clause in Contracts

Adequate Protection Acknowledgments. (a) The Company Parties hereby agree and acknowledge that the Borrowers’ obligations under the Brava Credit Agreement and related Financing Documents, respectively, constitute legal, valid, binding and non-avoidable obligations of the Borrower, and no offsets, recoupments, challenges, objections, defenses, claims or counterclaims of any kind or nature to any of the Borrower’s obligations under the Brava Credit Agreement exist, and no portion of those obligations is subject to any challenge or defense. (b) The Liens in respect of the Cash Collateral and all other Collateral (as defined in the Brava Credit Agreement) securing the Borrowers’ respective obligations under the Credit Agreement and the other Financing Documents constitute legal, valid, binding and non-avoidable Liens on and security interests in such Collateral, in Brazil and any other relevant jurisdictions, and each Company Party hereby acknowledges and confirms the validity and priority of each of the Collateral and Liens granted to the Secured Parties (as defined in the Brava Credit Agreement). (c) Each Company Party hereby acknowledges and confirms that the terms and conditions set forth in this Agreement, including but not limited to the provisions related to the access and use of Cash Collateral and the restrictions related thereto, 3This figure excludes the FTI Transaction fee of either USD 2,212,500 or USD 2,287,500 pursuant to the terms of FTI’s engagement letter. 4Outstanding ALB advisor fees shall have been paid as of the RJ Filing Date. ALB advisors shall have no outstanding invoices as of the signing of the Plan Support Agreement. are entered into in the benefit of the preservation of the Company and provide the Company with sufficient access to liquidity to continue operations during the Restructuring Proceedings. (d) In consideration of the Restructuring Transactions, including the permitted use by the Filing Entities of Cash Collateral, each Company Party hereby reaffirms the validity and enforceability of the reimbursement letters of the ALB Advisors.

Adequate Protection Acknowledgments. (a) The Company Parties hereby agree and acknowledge that the Borrowers’ obligations under the Brava A/L Credit Agreement and related Financing Documents, respectively, constitute legal, valid, binding and non-avoidable obligations of the BorrowerBorrowers, and no offsets, recoupments, challenges, objections, defenses, claims or counterclaims of any kind or nature to any of the Borrower’s obligations Borrowers’obligations under the Brava A/L Credit Agreement exist, and no portion of those obligations is subject to any challenge or defense. (b) The Liens in respect of the Cash Collateral and all other Collateral (as defined in the Brava A/L Credit Agreement) securing the Borrowers’ respective obligations under the Credit Agreement and the other Financing Documents constitute legal, valid, binding and non-avoidable Liens on and security interests in such Collateral, in Brazil and any other relevant jurisdictions, and each Company Party hereby acknowledges and confirms the validity and priority of each of the Collateral and Liens granted to the Secured Parties (as defined in the Brava A/L Credit Agreement). (c) Each Company Party hereby acknowledges and confirms that the terms and conditions set forth in this Agreement, including but not limited to the provisions related to the access and use of Cash Collateral and the restrictions related thereto, 3This figure excludes the FTI Transaction fee of either USD 2,212,500 or USD 2,287,500 pursuant to the terms of FTI’s engagement letter. 4Outstanding ALB advisor fees shall have been paid as of the RJ Filing Date. ALB advisors shall have no outstanding invoices as of the signing of the Plan Support Agreement. are entered into in the benefit of the preservation of the Company and provide the Company with sufficient access to liquidity to continue operations during the Restructuring Proceedings. (d) In consideration of the Restructuring Transactions, including the permitted use by the Filing Entities of Cash Collateral, each Company Party hereby reaffirms the validity and enforceability of the reimbursement letters of the ALB Advisors.

Adequate Protection Acknowledgments. (a) The Company Parties hereby agree and acknowledge that the Borrowers’ obligations under the Brava Credit Agreement and related Financing Documents, respectively, constitute legal, valid, binding and non-avoidable obligations of the Borrower, and no offsets, recoupments, challenges, objections, defenses, claims or counterclaims of any kind or nature to any of the Borrower’s obligations under the Brava Credit Agreement exist, and no portion of those obligations is subject to any challenge or defense. (b) The Liens in respect of the Cash Collateral and all other Collateral (as defined in the Brava Credit Agreement) securing the Borrowers’ respective obligations under the Credit Agreement and the other Financing Documents constitute legal, valid, binding and non-avoidable Liens on and security interests in such Collateral, in Brazil and any other relevant jurisdictions, and each Company Party hereby acknowledges and confirms the validity and priority of each of the Collateral and Liens granted to the Secured Parties (as defined in the Brava Credit Agreement). (c) Each Company Party hereby acknowledges and confirms that the terms and conditions set forth in this Agreement, including but not limited to the provisions related to the access and use of Cash Collateral and the restrictions related thereto, 3This 5This figure excludes the FTI Transaction fee of either USD 2,212,500 or USD 2,287,500 pursuant to the terms of FTI’s engagement letter. 4Outstanding 6Outstanding ALB advisor fees shall have been paid as of the RJ Filing Date. ALB advisors shall have no outstanding invoices as of the signing of the Plan Support Agreement. are entered into in the benefit of the preservation of the Company and provide the Company with sufficient access to liquidity to continue operations during the Restructuring Proceedings. (d) In consideration of the Restructuring Transactions, including the permitted use by the Filing Entities of Cash Collateral, each Company Party hereby reaffirms the validity and enforceability of the reimbursement letters of the ALB Advisors.

Adequate Protection Acknowledgments. (a) The Company Parties hereby agree and acknowledge that the Borrowers’ obligations under the Brava A/L Credit Agreement and related Financing Documents, respectively, constitute legal, valid, binding and non-avoidable obligations of the BorrowerBorrowers, and no offsets, recoupments, challenges, objections, defenses, claims or counterclaims of any kind or nature to any of the Borrower’s obligations Borrowers’obligations under the Brava A/L Credit Agreement exist, and no portion of those obligations is subject to any challenge or defense. (b) The Liens in respect of the Cash Collateral and all other Collateral (as defined in the Brava A/L Credit Agreement) securing the Borrowers’ respective obligations under the Credit Agreement and the other Financing Documents constitute legal, valid, binding and non-avoidable Liens on and security interests in such Collateral, in Brazil and any other relevant jurisdictions, and each Company Party hereby acknowledges and confirms the validity and priority of each of the Collateral and Liens granted to the Secured Parties (as defined in the Brava A/L Credit Agreement). (c) Each Company Party hereby acknowledges and confirms that the terms and conditions set forth in this Agreement, including but not limited to the provisions related to the access and use of Cash Collateral and the restrictions related thereto, 3This 6This figure excludes the FTI Transaction fee of either USD 2,212,500 or USD 2,287,500 pursuant to the terms of FTI’s engagement letter. 4Outstanding 7Outstanding ALB advisor fees shall have been paid as of the RJ Filing Date. ALB advisors shall have no outstanding invoices as of the signing of the Plan Support Agreement. are entered into in the benefit of the preservation of the Company and provide the Company with sufficient access to liquidity to continue operations during the Restructuring Proceedings. (d) In consideration of the Restructuring Transactions, including the permitted use by the Filing Entities of Cash Collateral, each Company Party hereby reaffirms the validity and enforceability of the reimbursement letters of the ALB Advisors.