Litigation Trust. In consideration of the transfer of the ESI Causes of Action to the Litigation Trust, ESI shall be a Litigation Trust Beneficiary, to the extent determined by the Bankruptcy Court, after consideration of all relevant factors. Any recoveries received from the Litigation Trust shall be available for distribution to ESI’s creditors based upon a plan of reorganization or liquidation to be filed for ESI or in connection with its liquidation and dissolution under state law, as applicable.
Litigation Trust. (a) For the avoidance of doubt, notwithstanding any provision to the contrary in this Agreement, on the Effective Date, in accordance with the Bankruptcy Code and pursuant to the terms of the Plan and the Confirmation Order, as set forth in and subject to the terms and conditions of the Litigation Trust Agreement, all title and interest in all of the Initial Litigation Trust Assets (as defined in the Litigation Trust Agreement) shall automatically vest in the Litigation Trust, free and clear of all Liens, Claims, charges, Causes of Action, or other encumbrances. The Initial Litigation Trust Assets shall not be, and shall not be deemed, Wind Down Trust Assets, subject to Section 4.2 regarding distribution of Litigation Trust Amounts. The act of transferring the Initial Litigation Trust Assets to the Litigation Trust shall not be construed to destroy or limit any such assets or rights or be construed as a waiver of any right.
Litigation Trust. This Litigation Trust Agreement, effective as of December 31, 2009 (as from time and time amended, supplemented, or otherwise modified in accordance with the terms hereof, this “Litigation Trust Agreement”), by Idearc Inc. (“Idearc”) and its affiliated debtors and debtors-in-possession (together with Idearc, the “Debtors”)(1) for the benefit of the Beneficiaries (as defined herein) entitled to the Trust Assets (as defined herein), and U.S. Bank National Association, as the initial litigation trustee (the “Litigation Trustee”).
Litigation Trust. The Global Plan will establish a litigation trust (the "Litigation Trust") for pursuit of all of the Debtors' causes of action, including, without limitation, avoidance causes of action, against third parties (not otherwise released pursuant to the Global Plan), all of which shall be contributed to the Litigation Trust, except for preference claims against holders of RCM Securities Customer Claims and RCM FX/Unsecured Claims, which are to be pursued, funded and governed in accordance with the RCM Settlement Agreements. To the extent that any recovery of the Litigation Trust results in a claim under section 502(h) of the Bankruptcy Code, the Litigation Trust shall be responsible for satisfying (out of the recoveries otherwise collected from the holder of the 502(h) claim), the distribution that would have been made on such 502(h) claim if it had been allowed against a Debtor, without dilution for such claim. Mechanics in respect of the payment of such 502(h) claims shall be determined in final Global Plan and Litigation Trust documents. The Litigation Trust shall be structured in a manner that provides for a senior Tranche A and a junior Tranche B (which, itself, shall be composed of preferred and common interests). No payments will be made in respect of either class of Tranche B interests until Tranche A has been fully and indefeasibly paid. On the Plan Effective Date (and as adjusted from time to time to reflect claims allowance processes), Tranche A shall have a balance equal to the aggregate amount of allowed and unpaid RGL Unsecured Claims, FXA Unsecured Claims, RCM Implied Deficiency Claims and RCM FX/Unsecured Claims (all such claims to include post-petition interest through the Plan Effective Date and to be adjusted appropriately to reflect no greater than a 100% recovery per asserting party) plus any amount incurred in respect of funding the Litigation Trust pursuant to sub-section vi below. Tranche A shall earn interest from the Plan Effective Date at the rate of 10% per annum, compounding quarterly, until paid in full.
Litigation Trust. Except as otherwise provided for in the Plan, all claims, rights and causes of action of the Company that could have been brought or raised by or on behalf of TOUSA or any of its affiliates against any third party based on events that occurred prior to the Petition Date, except such claims, rights or causes of action otherwise designated (any such designated claims to be acceptable to the Debtors and the Senior Noteholders) as excluded claims and preserved by the Plan (or Plan supplement), will be assigned and transferred to a litigation trust and will be pursued for the benefit of Unsecured Creditors in accordance with the terms of the litigation trust agreement. The allocation of litigation trust proceeds necessary to determine the share of litigation trust proceeds allocable to the holders of Senior Notes (the “Senior Notes Litigation Share”), Subordinated Notes (the “Subordinated Notes Litigation Share”) and General Unsecured Claims (the “General Unsecured Litigation Share”), form of litigation trust agreement and governance of litigation trust (appointment of trustee and litigation trust committee) shall be acceptable to the Company and the Senior Noteholders. No distribution of the Subordinated Notes Litigation Share shall be made until such time as the Senior Notes have been paid in full. Based upon considerations of applicable law (including tax and securities law), the Company and the Senior Noteholders shall agree upon whether beneficial interests in the litigation trust will be transferable. Employment Agreements: To be determined.
