Common use of Objective and Purpose Clause in Contracts

Objective and Purpose. The ERRT is intended to satisfy all the requirements of, and is intended by the parties to be classified as, a qualified settlement fund (for which no grantor trust election has been made) pursuant to section 468B of the IRC and related Treasury Regulations, and as a settlement fund exempt from U.S. federal income tax pursuant to section 468B(g)(2) of the IRC. The exclusive purpose and function of the ERRT is to fund Environmental Remediation Expenses and Environmental Restoration Expenses and, thereby, to facilitate appropriate remediation and restoration solely with respect to Operable Units 2 and 4 (or, in accordance with Section 3.05 of this Agreement, Operable Unit 3) of the Diamond Alkali Site, as required by applicable administrative orders or consent decrees for the Diamond Alkali Site and Law, in accordance with the terms of the Plan. In carrying out this purpose and function, the ERRT will: (i) issue an irrevocable letter of direction to the Liquidating Trust directing the Liquidating Trust to make the first $61 million of distributions on account of the Class B Beneficial Interests (after providing for reasonable fees and expenses of the ERRT Expenses) directly to the EPA Diamond Alkali Special Account and the DOI Diamond Alkali Account as provided in the ERRT Waterfall in the Plan and in accordance with the written instructions to be provided by the United States, and (ii) reimburse Allowed Invoices submitted by PRPs and the NRD Trustees for Environmental Remediation Expenses or Environmental Restoration Expenses at Operable Units 2 and 4 (or, in accordance with Section 3.05 of this Agreement, Operable Unit 3) of the Diamond Alkali Site, all as provided in the Plan, including the ERRT Waterfall, and in this Agreement, provided that the ERRT Trustee may, after consultation with the Liquidating Trust Oversight Committee, withhold any and all amounts, determined in the ERRT Trustee’s reasonable discretion, required by any law, regulation, rule, ruling, directive, court order or governmental requirement. The performance by the ERRT Trustee of its duties under this Agreement, including but not limited to the distribution of the ERRT Proceeds, shall not be considered to be ERRT Trustee’s engaging in a trade or business. The ERRT shall not be the successor of the Debtors for any purposes including with respect to, or held liable for, any of the Claims asserted against the Debtors prior to the Effective Date.

Objective and Purpose. ‌ The ERRT is intended to satisfy all the requirements of, and is intended by the parties to be classified as, a qualified settlement fund (for which no grantor trust election has been made) pursuant to section 468B of the IRC and related Treasury Regulations, and as a settlement fund exempt from U.S. federal income tax pursuant to section 468B(g)(2) of the IRC. The exclusive purpose and function of the ERRT is to fund Environmental Remediation Expenses and Environmental Restoration Expenses and, thereby, to facilitate appropriate remediation and restoration solely with respect to Operable Units 2 and 4 (or, in accordance with Section 3.05 of this Agreement, Operable Unit 3) of the Diamond Alkali Site, as required by applicable administrative orders or consent decrees for the Diamond Alkali Site and Law, in accordance with the terms of the Plan. In carrying out this purpose and function, the ERRT will: (i) issue an irrevocable letter of direction to the Liquidating Trust directing the Liquidating Trust to make the first $61 million of distributions on account of the Class B Beneficial Interests (after providing for reasonable fees and expenses of the ERRT Expenses) directly to the EPA Diamond Alkali Special Account and the DOI Diamond Alkali Account as provided in the ERRT Waterfall in the Plan and in accordance with the written instructions to be provided by the United States, and (ii) reimburse Allowed Invoices submitted by PRPs and the NRD Trustees for Environmental Remediation Expenses or Environmental Restoration Expenses at Operable Units 2 and 4 (or, in accordance with Section 3.05 of this Agreement, Operable Unit 3) of the Diamond Alkali Site, all as provided in the Plan, including the ERRT Waterfall, and in this Agreement, provided that the ERRT Trustee may, after consultation with the Liquidating Trust Oversight Committee, withhold any and all amounts, determined in the ERRT Trustee’s reasonable discretion, required by any law, regulation, rule, ruling, directive, court order or governmental requirement. The performance by the ERRT Trustee of its duties under this Agreement, including but not limited to the distribution of the ERRT Proceeds, shall not be considered to be ERRT Trustee’s engaging in a trade or business. The ERRT shall not be the successor of the Debtors for any purposes including with respect to, or held liable for, any of the Claims asserted against the Debtors prior to the Effective Date.