EXECUTION COPY
suits, contracts, agreements, promises, damages, and liabilities
of
every nature and
description.
b.
"Investigation" has the meaning set forth in the Tolling Agreement.
c.
"Residential Mortgage Related Investment" means any residential mortgage
backed securities ("RMBS")
or
collateralized debt obligations ("CDO") or any other
residential mortgage related investment in connection with which Defendants or any
of
their
parents, subsidiaries,
or
affiliates acted as issuer, depositor, sponsor, underwriter, structurer,
arranger, marketer,
or
placement agent, or in connection with which Defendants
or
their
parents, subsidiaries,
or
affiliates acted as servicer or originator
of
any mortgage loans.
Residential Mortgage Related Investments includes, without limitation, the securities listed
in Exhibit A hereto.
d.
"S
tructured Investment Vehicle" means any structured investment vehicle in
connection with which Defendants
or
any
of
their parents, subsidiaries,
or
affiliates acted as
issuer, sponsor, underwriter, structurer, arranger, marketer,
or
placement agent. Structured
Investment Vehicle includes, without limitation, Cheyne Finance pie, Cheyne Finance LLC,
and Cheyne Finance Capital Notes LLC.
e.
"Tolling Agreement" means the Tolling Agreement entered into between and
among the Parties, and others, dated October 31, 2011, effective September 29, 2011, and
terminated pursuant
to
notice delivered February 9, 2016.
2.
Payment.
Defendants agree to pay a total sum
of
$150,000,000 in settlement
of
all
Claims and potential Claims to be released
by
the Attorney General under this Agreement
("Payment"). Payment shall be made to the State
of
Ca
lifornia by electronic funds transfer within
thirty (30) days
of
receiving written payment processing instructions from the State
of
Ca
lifornia,
Office
of
the Attorney General. Within five (5) court days
ofreceipt
of
this payment, the Attorney
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