2021-02-11_GENERAL DOCUMENTS - C1980004 (2)

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Case 1:20-bk-12043 Doc 604-1 Filed 02/11/21 Entered 02/11/21 10:48:19 Desc Exhibit A - Liquidating Trust Agreement Page 3 of 22 Section 1.3 Name of the Liquidating Trust. The Liquidating Trust established hereby shall be known as the "Hopedale Creditors' Trust." In connection with the exercise of its powers, the Liquidating Trustee may use the name or such variation thereof as it sees fit, and may transact the affairs of the Liquidating Trust in such name. Section 1.4 Transfer of Assets to Create Liquidating Trust. Effective as of the Effective Date, the Debtors hereby grant, release, transfer, convey and deliver to the Liquidating Trustee and its successors the Debtors' Assets, to be held in trust and to be applied as specified in the Plan, the Confirmation Order, and this Liquidating Trust Agreement, the Liquidating Trust Assets. Through the transfer of each Estate's assets and except as otherwise provided herein or in the Plan, such assets are Liquidating Trust Assets and the Liquidating Trust has the sole and exclusive right, title and interest in and possession of the Liquidating Trust Assets. Section 1.5 Acceptance by Liquidating Trustee. The Liquidating Trustee hereby accepts and confirms the following: (a) the appointment to serve as Liquidating Trustee; (b) the Transfer of the Liquidating Trust Assets, and all right, title and interest therein, to the Liquidating Trust; and (c) the obligations and duties imposed on it by this Liquidating Trust Agreement. The Liquidating Trustee agrees to receive, hold, administer and distribute the Liquidating Trust Assets and the income derived therefrom, and to reconcile, administer and satisfy Claims pursuant to the terms of the Plan, the Confirmation Order and this Liquidating Trust Agreement. ARTICLE II TERMINATION OF TRUST Section 2.1 Maximum Term. The Liquidating Trust shall terminate its existence upon the occurrence of the complete liquidation, administration and distribution of its assets in accordance with the Plan and the full performance of all other duties and functions set forth in the Plan and this Liquidating Trust Agreement. Notwithstanding the foregoing, the Liquidating Trust shall terminate no later than the fifth anniversary of the Effective Date (the "Initial Liquidating Trust Term"); provided, however, that, if necessary to accomplish the liquidating purpose of the Liquidating Trust, the Liquidating Trustee may extend the term of the Liquidating Trust for up to an additional two years (the "Supplemental Liquidating Trust Term") by (a)filing a notice of its intent to extend the term of the Liquidating Trust with the Bankruptcy Court, (b) serving such notice on the United States Trustee, the Beneficiaries, and the Liquidating Trust Board (as defined below), (c) providing the United States Trustee, the Beneficiaries, and the Liquidating Trust Board at least ten days to object to the requested extension prior to the termination of the Initial Liquidating Trust Term, and (d) receiving approval for the Supplemental Liquidating Trust Term by an order of the Bankruptcy Court within six months of the beginning of the Supplemental Liquidating Trust Term. The Liquidating Trustee may, if the Initial Liquidating Trust Term has expired, seek entry of an order from the Bankruptcy Court providing for a reinstatement and implementation of the Supplemental Liquidating Trust Term. Section 2.2 Winding Up and Discharge of the Liquidating Trustee. For purposes of winding up the affairs of the Liquidating Trust at its termination, the Liquidating Trustee shall continue to act as Liquidating Trustee until its duties have been fully discharged. After doing so, the Liquidating Trustee, its agents, professionals and employees, if any, shall have no further 3 4852-4646-2934.1