Common use of Disputed Claims Reserve Clause in Contracts

Disputed Claims Reserve. The Liquidation Trust shall establish a reserve for Disputed Claims (the “Disputed Claims Reserve”). The Liquidation Trust Administrator shall withhold the Disputed Claims Reserve from the Cash to be distributed to particular classes under this Plan. The Disputed Claims Reserve shall be equal to 100% of distributions to which Holders of Disputed Claims in Class 4 would be entitled under the Plan as of such date if such Disputed Claims in Class 4 were Allowed Claims in their (a) Face Amount or (b) estimated amount of such Disputed Claim in Class 4 as approved in an Order by the Bankruptcy Court pursuant to section 506(c) of the Bankruptcy Code. The Debtors or the Liquidation Trust Administrator, as the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth herein, the Debtors or the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in an appropriate manner to insure the safety of the investment. Nothing in this Trust Agreement or the Plan shall be deemed to entitle the holder of a Disputed Claim to postpetition interest on such Claim. Notwithstanding anything to the contrary herein, the Liquidation Trust Administrator shall not be required to segregate the Disputed Claim Reserve from other monies held by the Liquidation Trust Administrator pursuant to this Trust Agreement.

Disputed Claims Reserve. The Liquidation Trust (a) On each date Distributions are to be made under the Plan to Holders of Allowed General Unsecured Claims against the Liquidating Debtors [and Allowed US Debt Claims against the Liquidating Debtors], the Liquidating Trustee shall establish a reserve for retain on account of Disputed Claims (an amount the “Liquidating Trustee reasonably estimates is necessary to fund the Pro Rata share of such Distributions to Holders of Disputed Claims Reserve”if such Disputed Claims were Allowed (or such lesser amount as may be estimated in accordance with Article VI(D) of the Plan), with any Disputed Claims that are unliquidated or contingent being reserved in an amount reasonably determined by the Liquidating Trustee. (b) Cash retained on account of such Disputed Claims shall be retained in the respective Disputed Claims Reserve for the benefit of the Holder of such Disputed Claim pending a determination of their entitlement thereto under the terms hereof and the Plan. The Liquidation To the extent that the property placed in a Disputed Reserve consists of Cash, that Cash shall be deposited in an interest-bearing account at a qualified institution, consistent with the terms and limitations of this Liquidating Trust Administrator shall withhold Agreement. (c) If any Disputed Claim is disallowed or Allowed in an amount that is lower than the aggregate assets retained in Disputed Claims Reserve on account of such Disputed Claim, then within fifteen (15) days after such a determination, such funds in the Disputed Claims Reserve from shall revest in the Cash Liquidating Trust and thereafter shall be used to pay any fees and expenses of the Liquidating Trust in accordance with this Liquidating Trust Agreement with any balance to be distributed to particular classes under this other Holders of Allowed Claims in the same Class as part of the final Distribution to Holders of Allowed Claims in that Class. Such funds shall not escheat to any federal, state, or local government or other Entity for any reason. (d) Payments on any Disputed Claim that becomes an Allowed Claim shall be distributed by the Liquidating Trustee from the Disputed Claims Reserve on the next scheduled Distribution date after the Claim is Allowed. Distributions shall be made only to the extent of the aggregate distributions that the Holder of any such Allowed Claim would have received had such Claim been Allowed as of the Effective Date (less any taxes paid with respect to amounts held in the Disputed Claims Reserve). Distributions to each Holder of a Disputed Claim that has become an Allowed Claim (and to the extent that the Holder of the Disputed Claim has not received prior distributions on account of that Claim) shall be made in accordance with the provisions of the Plan. . (e) The Disputed Claims Reserve shall be equal closed and extinguished by the Liquidating Trustee when all Distributions and other dispositions of Cash or other property required to 100% of distributions to which Holders of Disputed Claims in Class 4 would be entitled made therefrom under the Plan as of such date if such Disputed Claims in Class 4 were Allowed Claims in their and this Liquidating Trust Agreement have been made. (a) Face Amount or All payments to be made by the Liquidating Trust to any Beneficiary (b) estimated amount All Distributions shall be made by the Liquidating Trustee as Disbursing Agent or such other entity designated by the Liquidating Trustee as Disbursing Agent. The Disbursing Agent shall be empowered to (i) effect all actions and execute all agreements, instruments and other documents necessary to perform their duties under the Plan, (ii) make all Distributions contemplated by the Plan, (iii) employ professionals to represent it with respect to its responsibilities, and (iv) exercise such other powers as may be vested in the Disbursing Agent by order of such Disputed the Bankruptcy Court, the EPC Liquidating Plan, or deemed by the Disbursing Agent to be necessary and proper to implement the provisions of the Plan. (c) The Disbursing Agent shall only be required to act and make Distributions in accordance with the terms of the Plan and, without limiting Sections 4.1 or 4.2 of this Liquidating Trust Agreement, shall have no (x) liability for actions taken in accordance with the Plan, this Liquidating Trust Agreement, or in reliance upon information provided to it in accordance with the Plan or (y) obligation or liability for Distributions under the Plan or this Liquidating Trust Agreement to any Entity who does not hold an Allowed Claim in Class 4 against the Liquidating Debtors at the time of Distribution or who does not otherwise comply with the terms of the Plan. (d) Except as approved in an Order otherwise ordered by the Bankruptcy Court pursuant to section 506(c) of Court, all reasonable fees and expenses incurred by the Bankruptcy Code. The Debtors or the Liquidation Trust Administrator, as the case may be, may request estimation for any Disputed Claim Disbursing Agent (including, without limitation, any Disputed Claim that is contingent reasonable attorneys’ fees and expenses) on or unliquidated. If practicable and as set forth herein, after the Debtors or the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in an appropriate manner to insure the safety of the investment. Nothing in this Trust Agreement or the Plan Effective Date shall be deemed to entitle the holder of a Disputed Claim to postpetition interest on such Claim. Notwithstanding anything to the contrary herein, the Liquidation Trust Administrator shall not be required to segregate the Disputed Claim Reserve from other monies held paid in Cash by the Liquidation Liquidating Trust Administrator pursuant to this Trust Agreementin the ordinary course of business.

Disputed Claims Reserve. (a) The Liquidation Trust Manager shall establish a reserve for Disputed Claims (the “Disputed Claims Reserve”). The Liquidation Trust Administrator shall withhold establish, administer and maintain the Disputed Claims Reserve from in accordance with Section 7.10 of the Cash to be distributed to particular classes under this Plan. The Manager shall set aside and segregate, pursuant to the Plan, for the benefit of holders of Disputed Claims against any Fund Debtor, the property deposited in the Disputed Claims Reserve, including but not limited to any cash distributions and any Membership Interests (including any cash distributable on account thereof) deposited in the Disputed Claims Reserve pursuant to the terms of the Plan. (b) Payments and distributions from the Disputed Claims Reserve to each holder of a Disputed Claim against a Fund Debtor, to the extent that such Claim ultimately becomes an Allowed Claim, will be made in accordance with provisions of the Plan that govern distributions to holders of Allowed Claims in such Classes. Such distributions shall be made on the date each Disputed Claim becomes an Allowed Claim or as soon thereafter as practicable. Such distributions shall be based upon the cumulative distributions that would have been made to the holder of such Claim if the Disputed Claim had been an Allowed Claim as of the Effective Date and shall not be limited by the amounts reserved with respect to such Disputed Claim to the extent that additional amounts are available therefor, but only to the extent that such additional amounts have not yet been distributed to holders of Allowed Claims. Such distributions shall be decreased by any taxes paid or payable on such portion of the Disputed Claims Reserve. Upon such distribution, or the disallowance or withdrawal of a Disputed Claim, the Disputed Claims Reserve shall be reduced by an amount equal to 100% the amount reserved with respect thereto. No interest shall be payable on account of funds reserved in respect of Disputed Claims. (c) The Manager will add to the Disputed Claims Reserve any dividends, payments or other distributions made on account of, as well as any obligations arising from, the property held in the Disputed Claims Reserve, to which Holders the extent that such property continues to be held in the Disputed Claims Reserve at the time such dividends, payments or distributions are made or such obligations arise. (d) To the extent a Disputed Claim against a Fund Debtor is disallowed, the amount reserved for such Claim in the Disputed Claims Reserve (including, if applicable, any Membership Interests), net of any taxes paid or payable on such portion of the Disputed Claims Reserve, will be reallocated to holders of Allowed Claims in such Class and Disputed Claims in such Class 4 would be entitled under the Plan as of such date if such on a Pro Rata basis. Amounts reallocated to Disputed Claims in Class 4 were Allowed Claims this manner will be deposited in their (a) Face Amount or (b) estimated amount of such Disputed Claim in Class 4 as approved in an Order by the Bankruptcy Court pursuant to section 506(c) of the Bankruptcy Code. The Debtors or the Liquidation Trust Administrator, as the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth herein, the Debtors or the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in an appropriate manner for the account of such holders, and amounts reallocated to insure Allowed Claims will be held for the safety account of such holders. (e) In the event, and to the extent, the Disputed Claims Reserve has insufficient funds to pay taxes attributable to the Membership Interests therein, the funds required to pay such taxes shall be advanced by the Company from the Expense Reserve and the Disputed Claims Reserve shall reimburse the Expense Reserve from future distributions to or for the benefit of the investment. Nothing in this Trust Agreement Disputed Claims Reserve. (f) When all Disputed Claims against the Fund Debtors have been allowed and paid, disallowed, or withdrawn, the Plan Manager shall be deemed to entitle withdraw all remaining assets from the holder of a Disputed Claim to postpetition interest on Claims Reserve and return such Claim. Notwithstanding anything assets to the contrary hereinCompany, for treatment in accordance with the Liquidation Trust Administrator shall not be required to segregate the Disputed Claim Reserve from other monies held by the Liquidation Trust Administrator pursuant to this Trust AgreementPlan.

Disputed Claims Reserve. The Liquidation Trust (i) On the Initial Distribution Date or as soon thereafter as is reasonably practicable, the Liquidating Trustee shall establish be authorized, but not directed, to establish, fund with Cash, and manage a reserve for Disputed Claims (the “Disputed Claims Reserve”). , which shall be administered by the Liquidating Trustee. (ii) The Liquidation Trust Administrator Liquidating Trustee shall withhold hold Cash in the Disputed Claims Reserve from in trust for the Cash benefit of Holders of Claims ultimately determined to be Allowed after the Effective Date. The Disbursing Agent shall distribute such amounts (net of any expenses, including any taxes relating thereto), as provided in the Plan, as such Claims are resolved by a Final Order or agreed to by settlement, and such amounts will be distributable on account of such Claims as such amounts would have been distributable had such Claims been Allowed Claims as of the Effective Date under Article III of the Plan solely to the extent of the amounts available in the applicable Disputed Claims Reserve. (iii) The Liquidating Trustee may adjust the Disputed Claims Reserve to reflect all earnings thereon (net of any expenses relating thereto, such expenses including any taxes imposed thereon or otherwise payable by the reserve), to be distributed to particular classes under this on the Interim Distribution Dates, as required by the Plan. The Disbursing Agent shall hold in the Disputed Claims Reserve all dividends, payments, and other distributions made on account of, as well as any obligations arising from, the property held in the Disputed Claims Reserve, to the extent that such property continues to be so held at the time such distributions are made or such obligations arise. The taxes imposed on the Disputed Claims Reserve (if any) shall be equal paid by the Disbursing Agent from the property held in the Disputed Claims Reserve, and the Debtors, the Liquidating Debtors, and the Liquidating Trustee shall have no liability for such taxes. (iv) After any reasonable determination by the Liquidating Trustee that the Disputed Claims Reserve should be adjusted downward in accordance with Article VII.D of the Plan, the Disbursing Agent shall either, at the direction of the Liquidating Trustee, effect a distribution in the amount of such adjustment as required by the Plan and any date of such distribution shall be an Interim Distribution Date or transfer Cash in the amount of such adjustment to 100% the Wind-Down Account. (v) After all Disputed Claims have become either Allowed Claims or Disallowed Claims, and all distributions required pursuant to Article VII.D of distributions the Plan have been made, the Disbursing Agent shall, at the direction of the Liquidating Trustee, either effect a final distribution of the Cash remaining (if any) in the Disputed Claims Reserve in accordance with the priorities set forth in Article III of the Plan or transfer the remaining Cash to the Wind-Down Account. (vi) To the extent that a Disputed Claim becomes an Allowed Claim after the Effective Date, the Disbursing Agent will, out of the Disputed Claims Reserve, distribute to the Holder thereof the distribution, if any, to which such Holder is entitled under the Plan in accordance with Article VI.B.1 of the Plan. Subject to Article VII.F of the Plan, all distributions made under Article VII.D.3 of the Plan on account of Allowed Claims will be made together with any dividends, payments, or other distributions made on account of, as well as any obligations arising from, the distributed property, then held in the Disputed Claims Reserve as if such Allowed Claim had been an Allowed Claim on the dates distributions were previously made to Allowed Claim Holders included in the applicable class under the Plan. (vii) The Liquidating Trustee may make an election pursuant to United States Treasury Regulations section 1.468B-9 to treat the Disputed Claims Reserve as a “disputed ownership fund” within the meaning of that section and allocate taxable income or loss to the Disputed Claims Reserve with respect to any taxable year that would have been allocated to the Holders of Disputed Claims in Class 4 would be entitled under had such Claims been Allowed on the Plan as Effective Date (but only for the portion of the taxable year with respect to which such date if such Claims are Disputed Claims). The affected Holders of the Disputed Claims in Class 4 were Allowed Claims in their (a) Face Amount or (b) estimated amount of shall be bound by such Disputed Claim in Class 4 as approved in an Order election, if made by the Bankruptcy Court pursuant Liquidating Trustee. For federal income tax purposes and, to section 506(c) the extent permitted by applicable law, state, and local income tax purposes, absent definitive guidance from the IRS or a contrary determination by a court of the Bankruptcy Code. The Debtors or the Liquidation Trust Administrator, as the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth hereincompetent jurisdiction, the Debtors or Liquidating Trustee shall report consistently with the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable foregoing characterization. All affected Holders of Disputed Claims Reserve in an appropriate manner to insure shall report, for income tax purposes, consistently with the safety of the investment. Nothing in this Trust Agreement or the Plan shall be deemed to entitle the holder of a Disputed Claim to postpetition interest on such Claim. Notwithstanding anything to the contrary herein, the Liquidation Trust Administrator shall not be required to segregate the Disputed Claim Reserve from other monies held by the Liquidation Trust Administrator pursuant to this Trust Agreementforegoing.

Disputed Claims Reserve. The Liquidation Trust (a) On the Effective Date (or as soon thereafter as is practicable) and from time to time thereafter, including on each Distribution Date, the Plan Administrator, in consultation with the Board of Directors, shall establish a reserve for Disputed Claims (the “Disputed Claims Reserve”). The Liquidation Trust Administrator shall withhold create and fund the Disputed Claims Reserve from with an amount of the Retained Estate’s Cash to be distributed to particular classes under this Plan. The Disputed Claims Reserve shall be equal to one hundred percent (100% %) of distributions the Distributions to which Holders holders of Disputed Unsecured Claims in Class 4 would be entitled under the Plan as of such date if such Disputed Unsecured Claims in Class 4 were Allowed Claims in their (a) Face Amount or (b) estimated amount of such Disputed Claim in Class 4 as approved in an Order by the Bankruptcy Court pursuant to section 506(c) of the Bankruptcy Code. The Debtors or the Liquidation Trust Administratoramount, as the case may be, may request estimation for any Disputed Claim including, without limitation, reasonable reserve amounts on account of Post-Petition Interest on such Claims; provided, however, that the Plan Administrator on behalf of the Debtor may, at any Disputed Claim that is contingent or unliquidated. If practicable time, file motion(s) pursuant to section 502(c) of the Bankruptcy Code for order(s) estimating and as set forth herein, limiting the Debtors or amount of Cash which shall be deposited in the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in respect of any Disputed Unsecured Claims, with notice and an appropriate manner opportunity to insure be heard to the safety affected holders of such Disputed Unsecured Claims and the Board of Directors. (b) From time to time and in any event on each Distribution Date, the Plan Administrator in consultation with the Board of Directors shall determine the amount of Cash required to adequately maintain the Disputed Claims Reserve on and after such date and maintain a reserve of Cash in such amount. If, and to the extent that, after making and giving effect to the determination referred to in the immediately preceding sentence and the distributions described in Section 3.6(b)(i)(A) below, the Plan Administrator, in consultation with the Board of Directors, determines that the Disputed Claims Reserve: (i) contains Cash in an amount in excess of the investment. Nothing in this Trust Agreement or amount then required to adequately maintain the Disputed Claims Reserve, then at any such time the Plan Administrator shall be deemed transfer such surplus Cash, first, to entitle any Underfunded Reserve/Account (but only to the extent of any underfunding) and, next, to the General Account(s), or (ii) does not contain Cash in an amount sufficient to adequately maintain the Disputed Claims Reserve, then at any such time the Plan Administrator shall transfer Cash from any overfunded Reserve or Account until the deficit in the Disputed Claims Reserve is eliminated. (c) After a final order has been entered, or other final resolution has been reached, with respect to any given Disputed Claim for which Cash was reserved in the Disputed Claims Reserve, the balance, if any, of Cash remaining in the Disputed Claims Reserve on account of such Disputed Claim after making any Initial Distribution or Catch-Up Distribution to which the holder of a Disputed such Claim may have become entitled by virtue of such final order or other final resolution shall be transferred, first, to postpetition interest on such Claim. Notwithstanding anything any Underfunded Reserve/Account (but only to the contrary hereinextent of any underfunding) and, next, to the Liquidation Trust Administrator shall not be required to segregate the Disputed Claim Reserve from other monies held by the Liquidation Trust Administrator pursuant to this Trust AgreementGeneral Account(s).

Disputed Claims Reserve. The Liquidation (a) On the date of the Initial Distribution, Xxxxx Xxxxx Holdings shall transfer to the Trust shall establish the Cash and Xxxxx Xxxxx Holdings Common Stock to be placed by the Creditor Trust into a reserve for Holders of all Disputed Claims or Unresolved Claims other than Administrative Claims as of the Effective Date (the “"Disputed Claims Reserve”"). The Liquidation Trust Administrator , as provided in the Plan, and such Cash shall withhold be deposited by the Managing Trustee into the Disputed Claims Reserve from and a book-entry shall be made reflecting the Cash issuance of the Xxxxx Xxxxx Holdings Common Stock to the Trust on behalf of the Series B Beneficiaries. Each Disputed or Unresolved Claim and the amount reserved for such Claim shall be distributed to particular classes under this Plan. The set forth on Annex 1 and such amount shall constitute the portion of the Disputed Claims Reserve allocated to such Claim and shall constitute the maximum limitation on such Claim. At such times as the Trust makes Distributions to holders of Allowed Class 4 Claims pursuant to Section 5.3 hereof, it shall transfer the amount provided for in Section 5.3 into the Disputed Claims Reserve. (b) Amounts in the Disputed Claims Reserve, net of taxes payable pursuant to Section 11.4, shall be distributed as follows: at such time as a Disputed Claim or Unresolved Claim becomes an Allowed Claim, the holder of such Disputed Claim or Unresolved Claim shall receive a distribution as provided in the Plan in Cash and, to the extent applicable to such Class of Claim, Xxxxx Xxxxx Holdings Common Stock, based on a Claim amount equal to 100% the lesser of distributions to which Holders of (x) the amount in the Disputed Claims in Reserve allocated to such Claim and (y) the Allowed amount of such Claim. On the date such Distribution is made, to the extent such Allowed Claim is an Allowed Class 4 would Claim, the Holder of such Allowed Claim shall be entitled under the Plan issued a Series A Beneficial Interest as of such date if and shall be entitled to its share of subsequent Distributions to the Series A Beneficiaries pursuant to Section 5.3 and the Series B Beneficial Interest of such Disputed Claims in Holder shall be deemed cancelled. To the extent such Allowed Claim is not an Allowed Class 4 were Allowed Claims in their (a) Face Amount or (b) estimated amount Claim, upon the making of all Distributions owing to such Holder pursuant to this Trust Agreement and the Plan, the Series B Beneficial Interest of such Holder shall be deemed cancelled and such Series B Beneficiary shall be deemed withdrawn from the Trust. At such time as a Disputed or Unresolved Claim in Class 4 as approved in an Order by the Bankruptcy Court pursuant to section 506(c) of the Bankruptcy Code. The Debtors or the Liquidation Trust Administrator, as the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth hereinbecomes a Disallowed Claim, the Debtors or amount in the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in an appropriate manner allocated to insure such Claim shall be transferred to the safety Unsecured Creditor Distribution Fund for distribution to the Series A Beneficiaries pursuant to Section 5.3 and the Series B Beneficial Interest issued to the Holder of the investment. Nothing in this Trust Agreement or the Plan such Disallowed Claim shall be deemed cancelled and such Series B Beneficiary shall be deemed withdrawn from the Trust. (c) If any proceeds remain in the Disputed Claims Reserve after all objections to entitle Disputed Claims or Unresolved Claims have been resolved, such remaining amounts shall be distributed to the holder Series A Beneficiaries as soon as practicable in accordance with the provisions of Section 5.3. (d) If required pursuant to the Plan or Confirmation Order, amounts allocated for a Disputed Claim to postpetition interest on or Unresolved Claim shall be held in a separate escrow account pending resolution of such Claim. Notwithstanding anything to Upon resolution of such Claim, amounts held in the contrary herein, the Liquidation Trust Administrator related escrow account shall not be required to segregate distributed as if such amounts were held in the Disputed Claim Reserve from other monies held unless the Trust is directed otherwise by the Liquidation Trust Administrator pursuant to this Trust Agreementa binding stipulation or a Bankruptcy Court order.

Disputed Claims Reserve. The Liquidation Trust On or before the Effective Date, the Reorganized Debtors shall establish a reserve one or more reserves of New Common Stock for those General Unsecured Claims that are Disputed Claims as of the Distribution Record Date (for the “avoidance of doubt, deducting such amounts from the Claims Equity Pool), which reserves shall be administered by the Reorganized Debtors or the Distribution Agent, as applicable. After the Effective Date, the Reorganized Debtors or the Distribution Agent shall hold such New Common Stock in such reserve(s) in trust for the benefit of the Holders of General Unsecured Claims that are Disputed Claims Reserve”as of the Distribution Record Date, that are ultimately determined to be Allowed after the Distribution Record Date. The Reorganized Debtors or the Distribution Agent shall distribute such amounts (net of any expenses, including any taxes relating thereto), as provided herein, as such Claims are resolved by a Final Order or agreed to by settlement, and such amounts will be distributable on account of such Claims as such amounts would have been distributable had such Claims been Allowed Claims as of the Effective Date under Article III of the Plan solely to the extent of the amounts available in the applicable reserve(s). The Liquidation Trust Administrator shall withhold Upon a Disputed Claim becoming disallowed by a Final Order, the Disputed Claims Reserve from applicable amount of New Common Stock that was in the Cash to be distributed to particular classes under this Plan. The Disputed Claims Reserve shall be equal to 100% of distributions to which Holders of Disputed Claims in Class 4 would be entitled under the Plan as of such date if such Disputed Claims in Class 4 were Allowed Claims in their (a) Face Amount or (b) estimated amount disputed claims reserve on account of such Disputed Claim in Class 4 as approved in an Order shall be canceled by the Bankruptcy Court pursuant to section 506(c) of the Bankruptcy CodeReorganized Debtors. The Debtors or the Liquidation Trust Administrator, as the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth herein, the Debtors or the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve Any assets held in an appropriate manner to insure the safety of the investment. Nothing in this Trust Agreement or the Plan a disputed claims reserve shall be deemed to entitle the holder of a Disputed Claim to postpetition interest on such Claim. Notwithstanding anything subject to the contrary hereintax rules that apply to “disputed ownership funds” under 26 C.F.R. 1.468B–9. As such, such assets will be subject to entity-level taxation, and the Liquidation Trust Administrator Reorganized Debtors shall not be required to segregate comply with the Disputed Claim Reserve from other monies held by the Liquidation Trust Administrator pursuant to this Trust Agreementrelevant rules.

Disputed Claims Reserve. The Liquidation Trust shall (a) On or prior to the Effective Date, to the extent the Plan Administrator determines appropriate, the Plan Administrator may establish a reserve for Disputed Claims (and maintain the “Disputed Claims Reserve”). The Liquidation Trust Except as otherwise provided in the Plan, the Plan Administrator shall withhold not be required to reserve Cash on account of any Disputed Claims. To the extent the Plan Administrator does not have adequate funds to pay in accordance with the Plan such Claims upon any such Claim becoming an Allowed Claim, the Plan Sponsor shall be required to pay to the Plan Administrator for distribution to the holder of such Claim the amount necessary for such Claim to be paid in accordance with the Plan. On the Effective Date (or as soon thereafter as is reasonably practicable), the Plan Administrator shall deposit in the Disputed Claims Reserve from (i) the Cash to be Liquidation Trust Interests and the SCC Litigation Trust Interests that would have been distributed to particular classes under this Plan. The Disputed Claims Reserve shall be equal to 100% of distributions to which Holders the holders of Disputed Claims in Class 4 would be entitled under (other than Secured Claims to the Plan as of extent Disputed Secured Claims Reserves are established with respect to such date Claims) if such Disputed Claims in Class 4 were had been Allowed Claims on the Effective Date and (ii) SCC Litigation Trust Interests on account of contingent obligations used in their computing the allocation of SCC Litigation Trust Interests on account of Class 3 under the Plan (athe “Contingency Deposit”). This amount shall be determined based on the lesser of (i) Face Amount or (b) estimated the asserted amount of such the Disputed Claim Claims in Class 4 as approved in an Order the applicable Proofs of Claim; (ii) the amount, if any, estimated by the Bankruptcy Court pursuant to (1) section 506(c502(c) of the Bankruptcy CodeCode or (2) the Plan if, after the Effective Date, a motion is filed by the Plan Administrator to estimate such claims; or (iii) the amount otherwise agreed to by the Debtors (or the Plan Administrator, if after the Effective Date) and the holders of such Disputed Claims. The Debtors or Plan Administrator may, from time to time, to the Liquidation Trust Administratorextent the Plan Administrator determines appropriate, as contribute to the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth herein, the Debtors or the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in an appropriate manner to insure additional assets received from the safety of the investment. Nothing in this Trust Agreement Liquidation Trustee or the Plan shall be deemed SCC Litigation Trustee in respect of Disputed Claims. (b) In the case of objections to entitle allegedly Secured Claims, any Lien asserted by the holder of such a Disputed Claim against the ASARCO Residual Assets shall remain in place, pending resolution of the objection to postpetition interest on such the allegedly Secured Claim. Notwithstanding anything Any Lien asserted by the holder of an allegedly Secured Claim against an asset that is sold to the contrary herein, Plan Sponsor or transferred to Reorganized Xxxxxxxxx or one of the Liquidation Trust Administrator Trusts shall not be required attach to segregate the Disputed Claim Reserve from other monies Cash held by the Liquidation Trust Plan Administrator pursuant in an amount equal to this Trust Agreement.the lesser of (i) the amount of the allegedly Secured Claim;

Disputed Claims Reserve. The Liquidation Trust (a) On the Effective Date (or as soon thereafter as is practicable) and from time to time thereafter, including on each Distribution Date, the GUC Representative shall establish a reserve for Disputed Claims (allocate funds within the “Disputed Claims Reserve”). The Liquidation Trust Administrator shall withhold GUC Distribution Fund to the Disputed Claims Reserve from with an amount estimated by the Cash GUC Representative as necessary to be distributed to particular classes under this Plan. The Disputed Claims Reserve shall be equal to 100% satisfy the pro-rata share of distributions the Distributions to which Holders holders of Disputed General Unsecured Claims in Class 4 would be entitled under the Plan as of such date if such Disputed General Unsecured Claims in Class 4 were Allowed Claims in their (a) Face Amount or (b) estimated amount of such Disputed Claim in Class 4 as approved in an Order by amount; provided, however, that the Bankruptcy Court GUC Representative on behalf of the Debtors’ estates may, at any time, file motion(s) pursuant to section 506(c502(c) of the Bankruptcy Code. The Debtors or Code for order(s) estimating and limiting the Liquidation Trust Administrator, as amount of Cash which shall be deposited in the case may be, may request estimation for any Disputed Claim including, without limitation, any Disputed Claim that is contingent or unliquidated. If practicable and as set forth herein, the Debtors or the Liquidation Trust Administrator, as the case may be, will invest any Cash that is withheld as the applicable Disputed Claims Reserve in respect of any Disputed General Unsecured Claims, with notice and an appropriate manner opportunity to insure be heard to the safety affected holders of such Disputed General Unsecured Claims. (b) From time to time and in any event on each Distribution Date, the GUC Representative shall determine the amount of Cash required to adequately maintain the Disputed Claims Reserve on and after such date and maintain a reserve of Cash in such amount. If, and to the extent that, after making and giving effect to the determination referred to in the immediately preceding sentence and the distributions described below, the GUC Representative determines that the Disputed Claims Reserve: (i) contains Cash in an amount in excess of the investment. Nothing amount then required to adequately maintain the Disputed Claims Reserve, then at any such time the GUC Representative shall allocate such surplus Cash, first, to any Underfunded Reserve (but only to the extent of any underfunding) and, next, to the GUC Distribution Fund, or (ii) does not contain Cash in this Trust Agreement an amount sufficient to adequately maintain the Disputed Claims Reserve, then at any such time the GUC Representative shall allocate Cash from any overfunded Reserve until the deficit in the Disputed Claims Reserve is eliminated. (c) After a final order has been entered, or other final resolution has been reached, with respect to any given Disputed General Unsecured Claim for which Cash was reserved in the Plan shall be deemed Disputed Claims Reserve, the balance, if any, of Cash remaining in the Disputed Claims Reserve on account of such Disputed General Unsecured Claim after making any Initial Distribution or such later distribution to entitle make such Claim holder receive its pro rata share of amounts already distributed to other General Unsecured Claim holders (a “Catch-Up Distribution”) to which the holder of a Disputed such Claim may have become entitled by virtue of such final order or other final resolution shall be transferred, first, to postpetition interest on such Claim. Notwithstanding anything any Underfunded Reserve (but only to the contrary hereinextent of any underfunding) and, next, to the Liquidation Trust Administrator GUC Distribution Fund. (d) Notwithstanding that the Allowed amount of any Disputed General Unsecured Claim is reconsidered under the applicable provisions of the Bankruptcy Code and Bankruptcy Rules or is Allowed in an amount for which after application of the payment priorities established by this Plan there is insufficient value to provide a recovery equal to that received by other holders of Allowed General Unsecured Claims, no Claim holder shall not be required to segregate have recourse against the Disputed Claim Reserve from other monies held by the Liquidation Trust Administrator pursuant to this Trust AgreementGUC Representative or any of his professional consultants, attorneys, advisors, or his successors or assigns, or any of their respective property.