Title to Liquidating Trust Assets Sample Clauses

Title to Liquidating Trust Assets. (a) The transfer of the Liquidating Trust Assets to the Liquidating Trust shall be made by the Debtors for the benefit and on behalf of the Beneficiaries. In this regard, the Liquidating Trust Assets will be treated for tax purposes as being transferred by the Debtors to Beneficiaries, and then by such holders to the Liquidating Trust in exchange for interests in the Liquidating Trust (the "Liquidating Trust Interests") for the benefit of such Beneficiaries in accordance with the Plan. Upon the transfer of the Liquidating Trust Assets, the Liquidating Trustee shall succeed to all of the Debtors' right, title and interest in the Liquidating Trust Assets and the Debtors will have no further interest in or with respect to the Liquidating Trust Assets or this Liquidating Trust. (b) For all federal income tax purposes, all parties (including, without limitation, the Debtors, the Liquidating Trustee, and the Beneficiaries shall treat the transfer of Liquidating Trust Assets to the Liquidating Trust, as set forth in this Section 1.5 and in accordance with the Plan and the Schemes, as a transfer to the Beneficiaries (and, as provided in the Plan, in respect of any Disputed Claims, to the Liquidating Trustee to be held in the Liquidating Trust Disputed Claims Reserve), followed by a transfer by such Beneficiaries to the Liquidating Trust, and the Beneficiaries of this Liquidating Trust shall be treated as the grantors and owners hereof.
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Title to Liquidating Trust Assets. Subject to Sections 2.5(a) and 9.2(a), upon the transfer of Available Assets, the Liquidating Trust shall suc ceed to all of the Debtors’ right, title and interest in the Available Assets, and the Debtors will have no further rights or interest in or with respect to the Available Assets, nor shall they have any rights or interest in any other Liquidating Trust Assets or the Liquidating Trust.
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Title to Liquidating Trust Assets. The transfer of the Liquidating Trust Assets to the Liquidating Trustee shall be made for the ratable benefit of the Liquidating Trust Beneficiaries to the extent such Liquidating Trust Beneficiaries are entitled to Liquidating Trust Interests under the Plan. In this regard, subject to the discussion in Section 6.1 below, the Liquidating Trust Assets will be treated for tax purposes as being (i) a deemed transfer to the Liquidating Trust Beneficiaries in partial satisfaction of Allowed Claims, to be held by the Debtors on their behalf; and (ii) immediately thereafter, a deemed transfer to the Liquidating Trustee in exchange for Liquidating Trust Interests for the ratable benefit of the Liquidating Trust Beneficiaries, in accordance with the Plan. Upon the transfer of the Liquidating Trust Assets, the Liquidating Trustee shall succeed to all of each of the Debtors’ right, title and interest in and to the Liquidating Trust Assets and the Debtors will have no further interest in or with respect to the Liquidating Trust Assets or the Liquidating Trust.
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Title to Liquidating Trust Assets. The transfer, assignment and delivery of the Transferred Assets to the Trustees to be held in the Liquidating Trust shall be made by the Company for the benefit and on behalf of the Beneficiaries. In this regard, the Transferred Assets will be treated for tax purposes as being transferred by the Company to the Initial Beneficiaries, and then by such Initial Beneficiaries to the Liquidating Trust in exchange for Liquidating Trust Interests for the benefit of such Initial Beneficiaries in accordance with the Plan. Upon the transfer, assignment and delivery of the Transferred Assets, the Trustees shall succeed to all of the Company’s right, title and interest in the Transferred Assets and the Company will have no further interest in or with respect to the Transferred Assets or the Liquidating Trust Assets or this Liquidating Trust.
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Title to Liquidating Trust Assets. ‌ . (a) This Agreement provides for, upon the Effective Date and the full execution of this Agreement, the transfer, assignment and delivery from GASP to the Liquidating Trust, for the benefit of the Beneficiaries, of all of GASP’s right, title, and interest in the Liquidating Trust Assets, as provided for in this Agreement. Upon the transfer of the Liquidating Trust Assets, the Liquidating Trustee shall succeed to all of GASP’s right, title and interest in such assets, and GASP shall have no further interest in or with respect to the Liquidating Trust Assets or this Liquidating Trust. Except as provided in Section 1.10, each of the Liquidating Trust and the Liquidating Trustee shall be considered for all purposes in respect of the disposition of the Liquidating Trust Assets as separate and distinct from, and independent of, GASP. (b) To the extent valuation of the Liquidating Trust Assets is required under applicable law, the Liquidating Trustee shall value the transferred property and notify in writing the Beneficiaries of such valuations. The assets transferred to the Liquidating Trust shall be valued consistently by GASP, the Liquidating Trustee and the Beneficiaries, and these valuations will be used for all applicable purposes.
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Title to Liquidating Trust Assets. Upon the transfer of Liquidation Trust Assets, the Liquidation Trust shall succeed to all of the Debtors’ right, title and interest in the Liquidation Trust Assets, and the Debtors will have no further rights or interest in or with respect to the Liquidation Trust Assets, nor shall they have any rights or interest in any other Liquidation Trust Assets or the Liquidation Trust.
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Related to Title to Liquidating Trust Assets

  • Title to the Trust Estate Legal title to all the Trust Estate shall be vested at all times in the Issuer as a separate legal entity.

  • No Legal Title to Owner Trust Estate in Certificateholders The Certificateholders shall not have legal title to any part of the Owner Trust Estate. The Certificateholders shall be entitled to receive distributions with respect to their undivided ownership interest therein only in accordance with Articles V and IX. No transfer, by operation of law or otherwise, of any right, title or interest of the Certificateholders to and in their ownership interest in the Owner Trust Estate shall operate to terminate this Agreement or the trusts hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Owner Trust Estate.

  • No Legal Title to Owner Trust Estate The Certificateholders shall not have legal title to any part of the Owner Trust Estate solely by virtue of their status as a Certificateholder. The Certificateholders shall be entitled to receive distributions with respect to their undivided beneficial interest therein only in accordance with Articles V and VIII. No transfer, by operation of law or otherwise, of any right, title or interest of the Certificateholders to and in their ownership interest in the Owner Trust Estate shall operate to terminate this Trust Agreement or the trusts hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Owner Trust Estate.

  • No Legal Title to Owner Trust Estate in Certificateholder The Certificateholder shall not have legal title to any part of the Owner Trust Estate. The Certificateholder shall be entitled to receive distributions in accordance with Article VIII. No transfer, by operation of law or otherwise, of any right, title or interest of the Certificateholder to and in its ownership interest in the Owner Trust Estate shall operate to terminate this Agreement or the trust hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Owner Trust Estate.

  • Title to Partnership Assets Title to Partnership assets, whether real, personal or mixed and whether tangible or intangible, shall be deemed to be owned by the Partnership as an entity, and no Partner or Assignee, individually or collectively, shall have any ownership interest in such Partnership assets or any portion thereof. Title to any or all of the Partnership assets may be held in the name of the Partnership, the General Partner, one or more of its Affiliates or one or more nominees, as the General Partner may determine. The General Partner hereby declares and warrants that any Partnership assets for which record title is held in the name of the General Partner or one or more of its Affiliates or one or more nominees shall be held by the General Partner or such Affiliate or nominee for the use and benefit of the Partnership in accordance with the provisions of this Agreement; provided, however, that the General Partner shall use reasonable efforts to cause record title to such assets (other than those assets in respect of which the General Partner determines that the expense and difficulty of conveyancing makes transfer of record title to the Partnership impracticable) to be vested in the Partnership as soon as reasonably practicable; provided, further, that, prior to the withdrawal or removal of the General Partner or as soon thereafter as practicable, the General Partner shall use reasonable efforts to effect the transfer of record title to the Partnership and, prior to any such transfer, will provide for the use of such assets in a manner satisfactory to the General Partner. All Partnership assets shall be recorded as the property of the Partnership in its books and records, irrespective of the name in which record title to such Partnership assets is held.

  • Title to Company Assets Title to Company assets, whether real, personal or mixed and whether tangible or intangible, shall be deemed to be owned by the Company as an entity, and the Sole Member shall not have any ownership interest in such Company assets or any portion thereof.

  • Trust Assets To the extent permitted by applicable Laws and in accordance with the Serviced Corporate Trust Contracts for Serviced Appointments, Xxxxx Bank hereby appoints the Bank Assets Purchaser and Xxxxx Trust Company hereby appoints the Delaware Trust Assets Purchaser (or the Bank Assets Purchaser, if required by Section 3.3) as custodial agent to receive, hold, deposit, invest and transfer Trust Assets related to the Serviced Appointments of the Xxxxx Bank and Xxxxx Trust Company, respectively. The Trust Assets shall be transferred after the Closing in accordance with the terms of the applicable Serviced Corporate Trust Contract. Each Purchaser represents and warrants to the applicable Seller that the accounts to which the Trust Assets will be transferred satisfy all eligible accounts requirements under the terms of the applicable Serviced Corporate Trust Contract and applicable Law.

  • No Legal Title to Trust Estate in Certificateholders The Certificateholders shall not have legal title to any part of the Trust Estate. A Certificateholder shall be entitled to receive distributions with respect to its undivided Percentage Interest therein only in accordance with Articles V and IX. No transfer, by operation of law or otherwise, of any right, title or interest of a Certificateholder to and in its ownership interest in the Trust Estate shall operate to terminate this Agreement or the trusts hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Trust Estate.

  • Liquidating Trustee Upon dissolution of the Partnership, unless the business of the Partnership is continued pursuant to Section 12.2, the Board of Directors shall select one or more Persons to act as Liquidating Trustee. The Liquidating Trustee (if other than the General Partner) shall be entitled to receive such compensation for its services as may be approved by holders of at least a majority of the Outstanding Common Units. The Liquidating Trustee (if other than the General Partner) shall agree not to resign at any time without 15 days’ prior notice and may be removed at any time, with or without cause, by notice of removal approved by holders of at least a majority of the Outstanding Common Units. Upon dissolution, removal or resignation of the Liquidating Trustee, a successor and substitute Liquidating Trustee (who shall have and succeed to all rights, powers and duties of the original Liquidating Trustee) shall within 30 days thereafter be approved by the holders of at least a majority of the Outstanding Common Units. The right to approve a successor or substitute Liquidating Trustee in the manner provided herein shall be deemed to refer also to any such successor or substitute Liquidating Trustee approved in the manner herein provided. Except as expressly provided in this Article XII, the Liquidating Trustee approved in the manner provided herein shall have and may exercise, without further authorization or consent of any of the parties hereto, all of the powers conferred upon the Board of Directors and the General Partner under the terms of this Agreement (but subject to all of the applicable limitations, contractual and otherwise, upon the exercise of such powers, other than the limitation on sale set forth in Section 7.11(b)) necessary or appropriate to carry out the duties and functions of the Liquidating Trustee hereunder for and during the period of time required to complete the winding up and liquidation of the Partnership as provided for herein.

  • Title to Trust Property Legal title to all the Owner Trust Estate shall be vested at all times in the Trust as a separate legal entity except where applicable law in any jurisdiction requires title to any part of the Owner Trust Estate to be vested in a trustee or trustees, in which case title shall be deemed to be vested in the Owner Trustee, a co-trustee and/or a separate trustee, as the case may be.

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