Common use of Investment and Safekeeping of Environmental Response Trust Assets Clause in Contracts

Investment and Safekeeping of Environmental Response Trust Assets. 2.8.1 The Environmental Response Trust Assets, until sold or otherwise disposed of as provided under the terms of this Agreement, the Settlement Agreement and the Plan of Liquidation, shall be held in trust. The Environmental Response Trust Administrative Trustee shall be under no liability for interest or producing income on any moneys received by the Environmental Response Trust hereunder and held for distribution or payment as provided in this Agreement, except as such interest is actually received by the Environmental Response Trust. Investments of any moneys held by the Environmental Response Trust shall be administered in a manner consistent with the standards and requirements of Section 704(a)(1) and (a)(2) of the Bankruptcy Code; provided, however, that the right and power of the Environmental Response Trust to invest the Environmental Response Trust Assets, the Environmental Response Trust Proceeds, or any income earned by the Environmental Response Trust, shall be limited to the right and power to invest such assets (pending periodic distributions in accordance with Article 3 hereof) in demand and time deposits, such as certificates of deposit, in banks or other savings institutions whose deposits are federally insured, or other liquid investments, such as U.S. Treasury bills, or such other investment as approved by the Governments; and provided further, that the scope of any such permissible investments shall be limited to include only those investments, or shall be expanded to include any additional investments, as the case may be, that a liquidating trust, within the meaning of the Treasury Regulations section 301.7701-4(d), may be permitted to hold, pursuant to Treasury Regulations, or any modification in the IRS guidelines, whether set forth in IRS rulings, other IRS pronouncements or otherwise (although the Parties acknowledge and agree that the Environmental Response Trust is intended to be properly characterized for U.S. federal and applicable state and local tax purposes as a qualified settlement fund within the meaning of Section 1.468B-1 of the Treasury Regulations, and not as a liquidating trust under Section 301.7701-4(d) of the Treasury Regulations). 2.8.2 Consistent with Paragraph 35 of the Settlement Agreement, “separately dedicated subaccounts” may be accomplished by accounting entries and nothing herein shall preclude the Administrative Trustee from commingling funds solely for investment or administrative purposes, provided, however, that the Administrative Funding Account and Administrative Funding Reserve Account shall not be commingled with any other accounts under any circumstances and that the Environmental Response Trust Administrative Trustee is expressly prohibited from holding any or all of the Funds in a common, commingled or collective trust fund with the assets of any other entity. 2.8.3 Nothing in this Section 2.8 shall be construed as authorizing the Environmental Response Trust Administrative Trustee to cause the Environmental Response Trust to carry on any business or to derive any gains therefrom, including without limitation, the business of an investment company, or a company “controlled” by an “investment company,” required to register as such under the Investment Company Act of 1940, as amended. The sole purpose of this Section 2.8 is to authorize the investment of the funds in the Environmental Response Trust Accounts or any portions thereof as may be reasonably prudent pending use of the proceeds for the purposes of the Environmental Response Trust.

Investment and Safekeeping of Environmental Response Trust Assets. 2.8.1 2.5.1 The Environmental Response Trust Assets, until sold or otherwise disposed of as provided under the terms of this Agreement, the Settlement Agreement and the Plan of Liquidationherein, shall be held in trusttrust and segregated. The All interest, dividends, and other revenue earned in the Environmental Response Trust Environmental Cost Accounts, the Environmental Response Trust Administrative Account, or the Environmental Response Trust Insurance Account, shall be retained in the respective account and used only for the same purposes as the principal in that account as provided in this Environmental Response Trust Agreement, subject to any transfers to or from an Environmental Response Trust account approved by the Environmental Agencies as set forth in Section 2.4. 2.5.2 The Environmental Response Trustee shall be under no liability for interest or producing income on any moneys received by the Environmental Response Trust hereunder and held for distribution or payment as provided in this Environmental Response Trust Agreement, except as such interest is shall actually be received by the Environmental Response Trust. Investments of any moneys held by the Environmental Response Trust shall be administered in a manner consistent with the standards and requirements of Section 704(a)(1) and (a)(2) of the Bankruptcy Codeapplicable to an Environmental Response Trustee in connection with a Chapter 7 liquidation; provided, however, that the right and power of the Environmental Response Trust to invest the Environmental Response Trust Assets, the Environmental Response Trust Proceeds, or any income earned by the Environmental Response Trust, shall be limited to the right and power to invest such assets (pending periodic distributions in accordance with Article 3 II hereof) in demand and time deposits, such as certificates of deposit, in banks or other savings institutions whose deposits are federally insured, or other liquid investments, such as U.S. Treasury bills, or such other investment as approved by the Governments; and provided further, that the scope of any such permissible investments shall be limited to include only those investments, or shall be expanded to include any additional investmentstypes of investments as agreed to in writing by the Environmental Response Trust Owned Property Beneficiaries for an Environmental Response Trust Environmental Cost Account, as and the case may beUnited States on behalf of EPA, and these additional types of investments shall be specifically detailed in writing including a directive that the Environmental Response Trust is authorized to make, in each case, such investments that a liquidating trust, within the meaning of the Treasury Regulations Regulation section 301.7701-4(d), may be permitted to hold, pursuant to Treasury Regulations, or any modification in the IRS guidelines, whether set forth in IRS rulings, other IRS pronouncements or otherwise (although the Parties acknowledge and agree that the Environmental Response Trust is intended to be properly characterized for U.S. federal and applicable state and local tax purposes as a qualified settlement fund within the meaning of Section 1.468B-1 of the Treasury Regulations, and not as a liquidating trust under Section 301.7701-4(d) of the Treasury Regulations). 2.8.2 Consistent with Paragraph 35 of the Settlement Agreement, “separately dedicated subaccounts” may be accomplished by accounting entries and nothing herein shall preclude the Administrative Trustee from commingling funds solely for investment or administrative purposes, provided, however, that the Administrative Funding Account and Administrative Funding Reserve Account shall not be commingled with any other accounts under any circumstances and that the 2.5.3 The Environmental Response Trust Administrative Trustee is expressly prohibited from holding any or all of the Funds Environmental Response Trust Assets in a common, commingled or collective trust fund and from holding any or all of the Environmental Response Trust Assets in a common, commingled or collective trust fund with the assets of any other entity. However, the funds provided for Administrative Costs can be held in one account. 2.8.3 2.5.4 Nothing in this Section 2.8 shall be construed as authorizing the Environmental Response Trust Administrative Trustee to cause the Environmental Response Trust to carry on any business or to derive any divide the gains therefrom, including without limitation, the business of an investment company, or a company “controlled” by an “investment company,” required to register as such under the Investment Company Act of 1940, as amended. The sole purpose of this Section 2.8 2.5 is to authorize the investment of the funds in the Environmental Response Trust Accounts Environmental Cost Accounts, the Environmental Response Trust Administrative Account, the Environmental Response Cost Insurance Account, or in any Government Agency Non-Owned Site Reserve Account, or any portions thereof as may be reasonably prudent pending use of the proceeds for the purposes of the Environmental Response Trust.

Investment and Safekeeping of Environmental Response Trust Assets. 2.8.1 ‌ 2.10.1 The Environmental Response Trust Assets, until sold or otherwise disposed of spent as provided under herein and in Article VIII of the terms of this Agreement, the Settlement Agreement and the Plan of LiquidationPlan, shall be held in trusttrust and segregated. All interest, dividends, and other revenue earned in an Environmental Response Trust Account shall be retained in the respective Environmental Response Trust Account and used only for the same purposes as the principal in that account, as set forth in this Agreement and Article VIII of the Plan, subject to any reallocation approved by [the joint agreement of the EPA and the GVI], that is in accordance with the terms of this Agreement and Article VIII of the Plan. The Environmental Response Trust Administrative Trustee shall be under no liability for interest or producing income on any moneys received by the Environmental Response Trust hereunder and held for distribution or payment as provided in this Agreement, except as such interest is shall actually be received by the Environmental Response TrustTrustee. Investments of any moneys held by the Environmental Response Trust shall be administered in a manner consistent with the standards and requirements of Section 704(a)(1) and (a)(2) of the Bankruptcy Codeapplicable to a trustee in connection with a Chapter 7 liquidation; provided, however, that the right and power of the Environmental Response Trust to invest the Environmental Response Trust Assets, the Environmental Response Trust Proceeds, or any income earned by the Environmental Response Trust, shall be limited to the right and power to invest such assets (pending periodic distributions in accordance with Article 3 III hereof) in demand and time deposits, such as certificates of deposit, in banks or other savings institutions whose deposits are federally insured, or other liquid investments, such as U.S. Treasury bills, or such other investment as approved by the Governments; and provided further, that the scope of any such permissible investments shall be limited to include only those investments, or shall be unless expanded to include any additional investments, types of investments as permitted by [the case may be, that a liquidating trust, within the meaning joint approval of the Treasury Regulations section 301.7701-4(d)EPA and the GVI], may and these additional types of investments shall be permitted to hold, pursuant to Treasury Regulations, or any modification specifically detailed in the IRS guidelines, whether set forth in IRS rulings, other IRS pronouncements or otherwise (although the Parties acknowledge and agree that the writing. 2.10.2 The Environmental Response Trust is intended to be properly characterized for U.S. federal and applicable state and local tax purposes as a qualified settlement fund within the meaning of Section 1.468B-1 of the Treasury Regulations, and not as a liquidating trust under Section 301.7701-4(d) of the Treasury Regulations). 2.8.2 Consistent with Paragraph 35 of the Settlement Agreement, “separately dedicated subaccounts” may be accomplished by accounting entries and nothing herein shall preclude the Administrative Trustee from commingling funds solely for investment or administrative purposes, provided, however, that the Administrative Funding Account and Administrative Funding Reserve Account shall not be commingled with any other accounts under any circumstances and that the Environmental Response Trust Administrative Trustee is expressly prohibited from holding any or all of the Funds Environmental Response Trust Assets in a common, commingled or collective trust fund and from holding any or all of the Environmental Response Trust Assets in a common, commingled or collective trust fund with the assets of any other entity. However, the funds provided for administrative expenses can be held in one account. 2.8.3 2.10.3 Nothing in this Section 2.8 shall be construed as authorizing the Environmental Response Trust Administrative Trustee to cause the Environmental Response Trust to carry on any business or to derive any divide the gains therefrom, including without limitation, the business of an investment company, or a company “controlled” by an “investment company,” or required to register as such under the Investment Company Act of 1940, as amended. The sole purpose of this Section 2.8 2.10 is to authorize the investment of the funds in the Environmental Response Trust Accounts or any portions thereof as may be reasonably prudent pending use of the proceeds for the purposes of the Environmental Response Trust. 2.10.4 [The Environmental Response Trust Parties shall not incur any liability for following any written direction or order to act (or to refrain to act) from any Beneficiary regarding the investment or safekeeping of Environmental Response Trust Assets so long as such written direction is not inconsistent with this Agreement and the Plan.]