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Description of Services
(a)
Officers. In connection with this engagement, A&M shall make available to the Trust:
(i)
John Maciel to serve as Chief Financial Officer (the “CFO”); and
(ii)
Upon the mutual agreement of A&M and the Trust, A&M will provide additional employees of A&M and/or its affiliates and wholly-owned subsidiaries (“Additional Personnel”) as required (collectively, with the CFO, the “Engagement Personnel”), to (a) assist the CFO in the execution of the duties set forth more fully herein and (b) to assist the Liquidating Trustee in his duties set forth in that certain Liquidating Trust Agreement dated as of March 6, 2012 (the “Trust Agreement”). Such Additional Personnel shall be designated by the Trust as executive officers.
(b)
Duties.
(i)
The CFO (with the assistance of certain Engagement Personnel and other Trust Professionals (as defined in the Trust Agreement) shall be responsible for the financial and tax reporting and compliance for the Trust, including reporting requirements to the Trust Advisory Board (the “TAB”);
(ii)
The Engagement Personnel shall assist with and coordinate the monetization of the remaining assets of the Trust;
(iii)
The Engagement Personnel shall assist with and oversee the financial aspects of the claims reconciliation process, including assisting with claims objections;
(iv)
The CFO shall be manage and execute distributions required under the Trust Agreement;
(v)
The Engagement Personnel shall be the principal contact for holders of the Trust’s Liquidating Trust Interests (the “LTIs”); and
(vi)
The Engagement Personnel shall perform such other services as requested or directed by the TAB, the Liquidating Trustee or other Trust personnel as authorized by the TAB or the Liquidating Trustee, and agreed to by A&M that is not duplicative of work others are performing for the Trust.
(c)
The Engagement Personnel shall report to the Liquidating Trustee or other applicable officers, as directed by the TAB or the Liquidating Trustee and, at the request of the TAB or the Liquidating Trustee, will make recommendations to and consult with the TAB.
(d)
The Engagement Personnel will continue to be employed by A&M and, while rendering services to the Trust, will continue to work with other personnel at A&M in connection with unrelated matters that will not unduly interfere with the services rendered by the Engagement Personnel pursuant to this Agreement. With respect to the Trust, however, the Engagement Personnel shall operate under the direction of the Liquidating Trustee and A&M shall have no liability to the Trust for any acts or omissions of the Engagement Personnel related to the performance or non-performance of services at the direction of the Liquidating Trustee and consistent with the requirements of the Engagement and this Agreement.
(e)
In connection with the services to be provided hereunder, from time to time A&M may utilize the services of employees of its affiliates and subsidiaries as Engagement Personnel. Such affiliates and subsidiaries are wholly owned by A&M’s parent Trust and employees
Read more:
http://www.getfilings.com/sec-filings/120404/...101.htm#ixzz4nMNdOCCOWMIH CORP. - FORM 8-K - EX-10.1 - EX.10.1 - ENGAGEMENT LETTER - April 4, 2012