LIQUIDATING TRUST AGREEMENT
Dated as of December 31, 2004
by and among
AFG Investment Trust D, a trust formed under the laws of the State of Delaware ("Investment Trust D") as Grantor
by
AFG ASIT Corporation, not in its individual capacity but solely as the Managing Trustee of Grantor
and
Wilmington Trust Company, not in its individual capacity but solely as the Liquidating Trustee
全文目录如下:
详细内容见附件
TABLE OF CONTENTS
ARTICLE I NAME AND DEFINITIONS
2.1 Purpose of Liquidating Trust
2.3 No Reversion to Investment Trust D
2.5 Bill of Sale, Assignment, Acceptance and Assumption Agreement; Instruments of Further Assurance
2.7 Notice to Unlocated Holders of Investment Trust D Units
3.3 No Transfer of Interests of Beneficiaries
ARTICLE IV DURATION AND TERMINATION OF LIQUIDATING TRUST
4.2 Other Obligations of the Liquidating Trustee upon Termination
ARTICLE V ADMINISTRATION OF LIQUIDATING TRUST ASSETS
5.1 Sale of Liquidating Trust Assets
5.2 Transactions with Related Persons
5.3 Payment of Claims, Expenses and Liabilities
5.6 Reports to Beneficiaries and Others
5.7 Federal Income Tax Information
ARTICLE VI POWERS OF AND LIMITATIONS ON THE LIQUIDATING TRUSTEE
6.1 Limitations on Liquidating Trustee
6.2 Specific Powers of the Liquidating Trustee
ARTICLE VII CONCERNING THE LIQUIDATING TRUSTEE, BENEFICIARIES, EMPLOYEES AND AGENTS
7.2 Reliance by Liquidating Trustee
7.3 Limitation on Liability to Third Persons
ARTICLE VIII PROTECTION OF PERSONS DEALING WITH THE LIQUIDATING TRUSTEE
8.1 Action by Liquidating Trustee
8.2 Reliance on Statements by the Liquidating Trustee
ARTICLE IX COMPENSATION OF LIQUIDATING TRUSTEE
ARTICLE X THE LIQUIDATING TRUSTEE AND SUCCESSOR LIQUIDATING TRUSTEE
10.1 Number and Qualification of Liquidating Trustees
10.4 Acceptance of Appointment by Successor Liquidating Trustee
ARTICLE XI CONCERNING THE BENEFICIARIES
11.1 Evidence of Action by Beneficiaries
11.2 Limitation on Suits by Beneficiaries
11.3 Requirement of Undertaking
ARTICLE XII MEETING OF BENEFICIARIES
12.2 Meeting Called by Liquidating Trustee
12.3 Meeting Called on Request of Beneficiaries
12.4 Persons Entitled to Vote at Meeting of Beneficiaries
13.2 Notice and Effect of Amendment
13.3 Liquidating Trustee's Declining to Execute Documents
ARTICLE XIV MISCELLANEOUS PROVISIONS
14.2 Intention of Parties to Establish Liquidating Trust
14.3 Beneficiaries Have No Rights or Privileges as Holders of Investment Trust D Units