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collateral in which Barclays held a perfected security interest
<br /> under the Security Documents as of the Petition Date.
<br /> N. The Trustee has collected the refund of a professional
<br /> legal retainer paid out pre-petition by the Debtor in the
<br /> approximate amount of $10, 175.44 and may receive a further refund
<br /> of as much as $5, 000 (collectively, the "Refunds") , which
<br /> Refunds, but for the settlement hereunder, Barclays would assert
<br /> to be the proceeds of its collateral as the proceeds of accounts
<br /> receivable and general intangibles and/or monies in which
<br /> Barclays held a perfected security interest under the Security
<br /> Documents.
<br /> O. On or about October 23, 1993 , Barclays assigned to its
<br /> affiliate, ITL-Cross, all right, title, interest, and obligation
<br /> of Barclays in the loan, security, and related documents
<br /> evidencing and securing Barclays' claim in the Chapter 7 Case.
<br /> P. On November 18, 1993, the Real Property Collateral was
<br /> foreclosed by nonjudicial sale pursuant to the Deed of Trust and
<br /> after no third-party bid was received, ITL-Cross became the owner
<br /> thereof by reason of its credit bid in the amount of $2, 100, 000.
<br /> Barclays acknowledges that the foregoing credit bid reduces in
<br /> that amount the BC Obligations, which Barclays computes as
<br /> approximately $3 ,475, 000 immediately preceding the foreclosure
<br /> sale. Accordingly, after reduction by reason of the credit bid,
<br /> the BC Obligations, and therefore, the amount of ITL-Cross' claim
<br /> under the Proof of Claim, were reduced to approximately
<br /> $1,375, 000 as of November 18, 1993 .
<br /> Q. On or about December 31, 1993 , Barclays' affiliate,
<br /> ITL-Cross, sold the Real Property Collateral to an independent,
<br /> third-party buyer for an "all-cash" net price of $1, 800, 000, and
<br /> Barclays has so informed the Trustee.
<br /> R. By reason of all of the foregoing, Barclays and
<br /> ITL-Cross have informed the Trustee that they have liquidated the
<br /> Real Property Collateral and reduced the BC Obligations, all
<br /> pursuant to the terms of the agreements between Barclays, BC
<br /> Investment, and the Debtor, and, accordingly, believe that the
<br /> automatic stay should be lifted to permit application of the
<br /> Credit Balance, as the proceeds of Barclays' collateral, in order
<br /> to further reduce the BC Obligations.
<br /> S. The Trustee, on the one hand, and Barclays and
<br /> ITL-Cross, on the other hand, desire to fully settle, compromise
<br /> and resolve all claims asserted or which might have been asserted
<br /> in the Adversary Proceeding and any and all debts, claims,
<br /> demands and causes of action of any nature whatsoever, heretofore
<br /> or hereafter arising out of or in connection with the Loan and
<br /> Security Agreement and all associated documents, the Security
<br /> Documents, the Credit Balance, Debtor's business operations, the
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