Expense Reimbursement and Compensation. (i) The Trust Property shall be subject to the claims of the Trustee and the costs and expenses of the Litigation Trust, including, but not limited to, the reasonable fees and reasonable expenses of the Trustee and its retained professionals, representatives, agents, and employees, including obligations under the Special Fee Arrangement. The Trustee shall be entitled to reimburse itself out of any available cash in the Litigation Trust for its actual reasonable out-of-pocket expenses and for any and all losses, liabilities, expenses, or damages that the Trustee may, in good faith and without willful misconduct, gross negligence, or fraud, sustain in the exercise and performance of any of the powers and duties of the Trustee under this Litigation Trust Agreement. As compensation for the performance of its duties, the Trustee will be entitled to compensation pursuant to that certain engagement letter (“Litigation Trustee Engagement Letter”) dated February 14, 2011; provided, however, that the Trustee shall not be entitled to any compensation that, taken together with other Trust expenditures, exceeds the applicable Authorized Expenditure Level and permited departures therefrom established pursuant to subsection 6(h), and nothing in the Litigation Trustee Engagement Letter will be deemed to modify or limit any provision of this Litigation Trust Agreement, including but not limited the authority of the Trust Advisory Board to remove the Trustee for cause pursuant to subsection 8(ii). The Litigation Trustee Engagement Letter may be modified only by joint agreement of the Trustee and the Trust Advisory Board. The Trustee, its professionals (other than those of its attorneys retained in accordance with the Special Fee Arrangement), its agents, and its employees may be compensated on a nunc pro tunc basis, for work performed prior to the Effective Date, upon the agreement of the Trust Advisory Board. Notwithstanding anything herein, nothing in this paragraph shall authorize the payment of (x) any fees, costs or expenses incurred in connection with the prosecution of the Anadarko Litigation prior to the Effective Date or (y) any fees, costs, or expenses to the attorneys for the Litigation Trust not specifically provided for in the Special Fee Arrangement (except as provided at 4(c)(ii), above).
(ii) If the cash in the Litigation Trust shall be insufficient to pay the expenses and liabilities of the Trust, including but not limited to any obligation to compensate an...
Expense Reimbursement and Compensation. The Trustee shall be entitled to reimburse itself out of the Trust Property for all out-of-pocket expenses but shall not be entitled to compensation out of the Trust Property for any services rendered by it in connection with the Trust.
Expense Reimbursement and Compensation. The assets of the Plan Trust shall be subject to the claims of the Trustees, and the actual, reasonable and necessary costs and expenses of the Plan Trust, including the actual, reasonable and necessary fees and expenses of the Trustees and their retained professionals, to the extent not paid for by LBHI, shall be paid out of the Stock Distributions. To the extent not paid by LBHI, the Trustees shall be entitled to reimbursement out of any available Cash in the Plan Trust, for actual, out-of-pocket, reasonable and necessary expenses and for any and all loss, liability, claims, costs, expense, or damage which the Trustees may sustain without willful misconduct, gross negligence or actual fraud in the exercise and performance of any of the powers and duties of the Trustees under this Trust Agreement. As compensation for the performance of their duties, the Trustees will be entitled to reasonable compensation in such amounts as the Plan Trust may fix from time to time, consistent with that of similar functionaries in similar types of bankruptcy proceedings. The Trustees may be compensated on a nunc pro tunc basis, to a date prior to the Effective Date. Such costs and expenses shall be considered administrative costs of LBHI’s estate. Nothing herein shall limit LBHI’s right to allocate among, or seek reimbursement from, any of its Affiliates for the costs, fees and expenses contemplated in Section 1.7 and this Section 4.5 pursuant to the Debtor Allocation Agreement (as such term is defined in the Plan).
Expense Reimbursement and Compensation. (a) The Trustee may retain as much or all of the Trust Assets consisting solely of Cash or Cash Equivalents including, without limitation, Common Proceeds that would otherwise be payable to holders of Common Equity Trust Interests pursuant to Section 3.1, as a reserve for the payment of reasonable and documented out-of-pocket expenses (except those resulting from its own gross negligence, recklessness, willful misconduct, breach of fiduciary duty or knowing violation of law) incurred by the Trustee as a result of the execution of its duties hereunder, including, but not limited to, reasonable and documented out-of-pocket legal and accounting expenses, reasonable expenses incurred or anticipated as a result of disbursements and payments made or to be made by the Trustee, and reasonable compensation for agents, counsel or other services rendered to the Trustee by third parties, and reasonable documented and out-of-pocket expenses incident thereto, including taxes of any kind whatsoever, and related interest and penalties, that may be levied or assessed under existing or future laws of any jurisdiction upon or in respect of the Trust or the Trust Assets.
Expense Reimbursement and Compensation. The Trustees shall be entitled to reimburse themselves out of the Trust Property for all out-of-pocket expenses in the execution of the Trust and in the exercise and performance of any of their powers and duties.
Expense Reimbursement and Compensation. (a) The Liquidating Trust Assets shall be subject to the claims of the Liquidating Trustee and, after consultation with the Liquidating Trust Board, as necessary pursuant to the terms hereof, the Liquidating Trustee shall be entitled to reimburse himself and the Liquidating Trust Board out of any Liquidating Trust Available Cash in the Liquidating Trust, for his actual out-of-pocket costs and expenses incurred in connection with the administration of the Liquidating Trust and any documents prepared in connection therewith, including, but not limited to, the fees and disbursements of independent law firms and independent public accounting firms as provided in Section 3.02 hereof, and against and from any and all loss, liability, expense, or damage which the Liquidating Trustee may sustain in good faith and without willful misconduct, gross negligence, or fraud in the exercise and performance of any of the powers and duties of the Liquidating Trustee under this Liquidating Trust Agreement. In addition thereto, as compensation for the performance of his duties, the Liquidating Trustee shall be entitled to the compensation set forth in Exhibit A hereto.
(b) If the Cash in the Liquidating Trust shall be insufficient to compensate and reimburse the Liquidating Trustee or the Liquidating Trust Board, including any professionals retained by the Liquidating Trustee or the Liquidating Trust Board for any amounts to which he or they are entitled hereunder, then the Liquidating Trustee is hereby authorized, subject to Sections 3.03(b) and 3.03(c) hereof and after authorization from the Liquidating Trust Board, to reduce to Cash that portion of the Liquidating Trust Assets necessary so as to effect such compensation and reimbursement.
Expense Reimbursement and Compensation. Each director shall be entitled to reimbursement out of any Liquidating Trust Available Cash in the Liquidating Trust for his out-of-pocket expenses. As compensation for the performance of his duties, each director shall be entitled to the compensation set forth in Exhibit A hereto.
Expense Reimbursement and Compensation. (a) The Liquidating Trustee shall be entitled to request funding payments by the Majestic Parties in accordance with the Funding Agreement to reimburse itself for its actual out-of-pocket costs and expenses incurred in connection with the administration of the Liquidating Trust and any documents prepared in connection therewith, including, but not limited to, the fees and disbursements to professionals as provided in this Agreement, and against and from any and all loss, liability, expense, or damage which the Liquidating Trustee may sustain in good faith and without willful misconduct, gross negligence, or fraud in the exercise and performance of any of the powers and duties of the Liquidating Trustee under this Agreement. As compensation for the performance of his duties, the Liquidating Trustee shall be entitled to the compensation set forth in Exhibit F hereto.
(b) If the amounts funded to the Liquidating Trust under the Funding Agreement are insufficient to compensate and reimburse the Liquidating Trustee, including any professionals retained by the Liquidating Trustee, for any amounts to which he or they are entitled hereunder, then the Liquidating Trustee shall be entitled to receive the first available Cash from the Liquidating Trust once available to satisfy such amounts and, notwithstanding any provision to the contrary herein, shall not be required to make any further Distributions unless and until such amounts are paid in Cash.
Expense Reimbursement and Compensation. . The costs and expenses of the Liquidating Trust, including the fees and expenses (including, without limitation, reasonable out-of-pocket expenses) and any loss, liability, expense or damage that the Liquidating Trustee or any successor Liquidating Trustee may sustain without willful misconduct, gross negligence, bad faith, self-dealing, breach of fiduciary duty, or ultra xxxxx acts in the exercise and performance of any of the powers and duties of the Liquidating Trustee under this Agreement, any taxes imposed on or incurred by the Liquidating Trust or the Liquidating Trust Assets, the fees and expenses of any professionals retained by the Liquidating Trustee under this Agreement and the compensation to be paid to the Liquidating Trustee, shall be paid out of the Liquidating Trust Assets. Trust Expenses, including fees and expenses incurred from and after the date of this Agreement in connection with the investigation, prosecution, compromise, settlement, liquidating, distribution or other disposition of the Liquidating Trust Assets, shall, without limitation, be considered costs and expenses of the Liquidating Trust. The Liquidating Trustee and its retained professionals shall be entitled to receive reasonable compensation. No other trustee, except any successor Liquidating Trustee, shall be entitled to receive compensation (other than reasonable out-of-pocket expenses that may be reimbursed in accordance with this Section 3.11) for services as trustee, paid out of the Liquidating Trust.
Expense Reimbursement and Compensation. The assets of the Plan Trust shall be subject to the claims of the Trustees, and the actual, necessary and reasonable costs and expenses of the Plan Trust, including the actual, necessary and reasonable fees and expenses of the Trustees and their retained professionals, to the extent not paid for by Holdings Ltd., shall be paid out of the Stock Distributions. To the extent not paid by Holdings Ltd., each Trustee shall be entitled to reimbursement out of any available Cash in the Plan Trust, for actual, out-of- pocket, necessary and reasonable expenses and for any and all loss, liability, claim, cost, expense or damage which such Trustee may sustain that did not constitute gross negligence, willful misconduct or criminal conduct in the exercise and performance by such Trustee of any of the powers and duties of the Trustees under this Trust Agreement. As compensation for the performance of their duties, the Trustees will be entitled to reasonable compensation in such amounts as the Plan Trust may fix from time to time, consistent with that of similar functionaries in similar types of bankruptcy proceedings. The Trustees may be compensated on a nunc pro tunc basis, to a date prior to the Effective Date. Such costs and expenses shall be considered administrative costs of Holdings Ltd.’s estate.
