Wind Down Co definition

Wind Down Co means an Entity to be established on the Effective Date for the benefit of holders of Claims against the Debtors, which Entity shall be a limited liability company managed by its member(s) in accordance with the Wind Down Co Organizational Documents; provided, however, that the Consenting Claimholder, with the reasonable consent of the PSA Parties, may elect before the Effective Date to create Wind Down Co using a different form of Entity, including the use of a liquidating trust, if the Consenting Claimholder determines that such form would be in the best interests of the Reorganized Debtors and holders of Allowed Claims against the Debtors.
Wind Down Co means, if the Reorganized Equity Plan Election is made, the corporation, limited liability company, or trust existing or created on the Effective Date (including one of the Debtor entities other than any Reorganized Debtor) in accordance with Section 5.7(f) or Section 5.7(g), of the Plan.

Examples of Wind Down Co in a sentence

  • Upon assumption of a Contract, your recourse with respect to Cure Obligations will be limited to Wind Down Co, and the Reorganized Debtors will have no liability therefor.

  • Except as otherwise provided in the Plan, nothing under the Plan shall affect the rights of the Debtors, Wind Down Co and the Plan Oversight Board, as applicable, in respect of any Unimpaired Claims, including all rights in respect of legal and equitable defenses to, or setoffs or recoupments against, any such Unimpaired Claims.

  • If Wind Down Co is a limited liability company, the Consenting Claimholders may elect to treat Wind Down Co as a corporation for tax purposes.

  • Pursuant to section 510 of the Bankruptcy Code, the Debtors, Wind Down Co and the Plan Oversight Board, as applicable, reserve the right to reclassify or subordinate any Disputed or Allowed Claim or Interest in accordance with any contractual, legal, or equitable subordination relating thereto, or on any other grounds.

  • Regardless of the form of Wind Down Co, and in furtherance of section 1123(b)(3)(B) of the Bankruptcy Code, Wind Down Co shall have the same authority in respect of all taxes and tax filings of the Debtors for all taxable periods (or portions thereof) ending on or prior to the Effective Date as if Wind Down were the applicable Debtors, subject only (as between the Reorganized Debtors and Wind Down Co) to the Plan Funding Agreement.

  • Wind Down Co, or solely with respect to Class 3A General Unsecured Claims, the UCC, will, to the extent practicable, make aggregate Distributions on account of all the Allowed Claims held by a particular holder.

  • The failure of such holder to timely repay or return such Distribution shall result in the holder owing Wind Down Co interest on such amount owed for each Business Day after the 14-day grace period specified above until the amount is repaid.

  • Wind Down Co may at any time, at the direction of the Plan Oversight Board, request that the Bankruptcy Court estimate any contingent, unliquidated, or Disputed Claim pursuant to section 502(c) of the Bankruptcy Code regardless of whether any party in interest previously objected to such Claim or whether the Bankruptcy Court has ruled on any such objection.

  • Wind Down Co and the Solicitation and Distribution Agent (as applicable) shall not be required to make any final Distributions of Cash less than $50 to any holder of an Allowed Claim.

  • After such date, all unclaimed property or interests in property shall revert (notwithstanding any applicable federal or state escheat, abandoned, or unclaimed property laws to the contrary) to Wind Down Co or the Segregated Account (as applicable) automatically and without need for a further order by the Bankruptcy Court for Distribution in accordance with the Plan and the Claim of any such holder to such property or interest in property shall be released, settled, compromised, and forever barred.


More Definitions of Wind Down Co

Wind Down Co means, if the Reorganized Equity Plan Election is made, the corporation, limited liability company, or trust existing or created on the Effective Date (including one of

Related to Wind Down Co

  • Special Sub-Custodian Each such duly appointed Special Sub-Custodian shall be listed on Schedule D hereto, as it may be amended from time to time by a Fund, with the acknowledgment of the Custodian. In connection with the appointment of any Special Sub-Custodian, and in accordance with Special Instructions, the Custodian shall enter into a sub-custodian agreement with the Fund and the Special Sub-Custodian in form and substance approved by such Fund, provided that such agreement shall in all events comply with the provisions of the 1940 Act and the rules and regulations thereunder and the terms and provisions of this Agreement.

  • SPS means ADB's Safeguard Policy Statement (2009);

  • Remote seller means any dealer deemed to have sufficient activity within the Commonwealth to

  • Subsequent Mortgage Loan Purchase Agreement The agreement between the Depositor and the Seller regarding the transfer of the Subsequent Mortgage Loans by the Seller to the Depositor.

  • Riskless principal transaction means a transaction in which a dealer buys a security from any person and makes a simultaneous offsetting sale of such security to a qualified institutional buyer, including another dealer acting as riskless principal for a qualified institutional buyer.

  • GMAC GMAC Mortgage Corporation and its successors and assigns, in its capacity as Servicer of the GMAC Mortgage Loans.

  • Master Repurchase Agreement means the Master Repurchase Agreement of even date herewith between the Trust and Bear, Xxxxxxx & Co. Inc. as it may from time to time be amended.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Substitute Servicing Agreement means a servicing agreement that contains servicing provisions which are the same as or more favorable to the Non-Lead Noteholders, in substance, to those in the Servicing Agreement (including, without limitation, all applicable provisions relating to delivery of information and reports necessary for any Non-Lead Securitization to comply with any applicable reporting requirements under the Securities Exchange Act of 1934, as amended) and all references herein to the “Servicing Agreement” shall mean such subsequent servicing agreement; provided, however, that if a Non-Lead Securitization Note is in a Securitization, then a Rating Agency Confirmation shall have been obtained from each Rating Agency with respect to such subsequent servicing agreement.

  • Write-Down and Conversion Powers means, with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule.

  • Liquidation Trust Agreement means the Liquidation Trust Agreement to be dated as of the Effective Date establishing the terms and conditions of the Liquidation Trust, substantially in the form attached hereto as Exhibit B.

  • GreenPoint Mortgage Loans The Mortgage Loans for which GreenPoint is listed as "Servicer" on the Mortgage Loan Schedule.

  • CCMA means the Commission for Conciliation, Mediation and Arbitration established in terms of section 112 of the Labour Relations Act, 1995;

  • Liquidation Agent has the meaning set forth in Section 9.03.

  • Non-Lead Securitization Servicing Agreement shall have the meaning assigned to such term in Section 2(b).

  • Sub-Custodian means and include (i) any branch of a “U.S. bank,” as that term is defined in Rule 17f-5 under the 1940 Act, and (ii) any “Eligible Foreign Custodian” having a contract with the Custodian which the Custodian has determined will provide reasonable care of assets of the Fund based on the standards specified in Section 3.3 below. Such contract shall be in writing and shall include provisions that provide: (i) for indemnification or insurance arrangements (or any combination of the foregoing) such that the Fund will be adequately protected against the risk of loss of assets held in accordance with such contract; (ii) that the Foreign Securities will not be subject to any right, charge, security interest, lien or claim of any kind in favor of the Sub-Custodian or its creditors except a claim of payment for their safe custody or administration, in the case of cash deposits, liens or rights in favor of creditors of the Sub-Custodian arising under bankruptcy, insolvency, or similar laws; (iii) that beneficial ownership for the Foreign Securities will be freely transferable without the payment of money or value other than for safe custody or administration; (iv) that adequate records will be maintained identifying the assets as belonging to the Fund or as being held by a third party for the benefit of the Fund; (v) that the Fund’s independent public accountants will be given access to those records or confirmation of the contents of those records; and (vi) that the Fund will receive periodic reports with respect to the safekeeping of the Fund’s assets, including, but not limited to, notification of any transfer to or from a Fund's account or a third party account containing assets held for the benefit of the Fund. Such contract may contain, in lieu of any or all of the provisions specified in (i)-(vi) above, such other provisions that the Custodian determines will provide, in their entirety, the same or a greater level of care and protection for Fund assets as the specified provisions.

  • Sub-Investment Manager means for each Fund the sub-investment manager or sub-investment managers indicated in the tables on page x, and in addition for each Fund any other sub-investment manager that the Investment Manager may appoint in the future to manage the Fund, provided that disclosure of any such sub-investment managers appointed by the Investment Manager will be provided to Shareholders upon request and details thereof will be disclosed in the periodic reports to Shareholders, and provided further that each Sub-Investment Manager may appoint a sub-investment manager/advisor to manage/advise any portion of the assets of the Fund in accordance with the requirements of the Central Bank Rules;

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Principal Transaction means any transaction between the Sponsor, the Manager or any of their respective Affiliates, on the one hand, and the Company or one of its Subsidiaries, on the other hand.

  • Permanent foster care placement means the place of residence in which a child resides and in

  • Countrywide Servicing Agreement Solely with respect to the Countrywide Mortgage Loans, the Mortgage Loan Purchase and Servicing Agreement, dated as of November 1, 2001, between the Transferor, as purchaser, and Countrywide, as seller and as servicer (as successor to Countrywide Home Loans, Inc. by an assignment dated January 1, 2001, as the same may be amended or supplemented), as the same may be amended from time to time, and any assignments and conveyances related to the Countrywide Mortgage Loans.

  • Sub-Servicing Agreement The written contract between the Servicer and a Sub-Servicer relating to servicing and administration of certain Mortgage Loans as provided in Section 3.02.

  • Subsequent Mortgage Loans means, for purposes of this Agreement, the Subsequent Mortgage Loans listed in the Subsequent Mortgage Loan Schedule attached hereto as Schedule I.

  • PHH means PHH Corporation, a Maryland corporation.

  • Public-finance transaction means a secured transaction in connection with which:

  • Registered Offering Transaction Documents means this Agreement and the Registration Rights Agreement between the Company and the Investor as of the date herewith.