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1.26 "Collateral Agent" means United States Trust Company of New York, in its capacity as collateral agent for the <br /> holders of the 13%r Discount Debentures under the SFAC-NH Pledge Agreement. <br /> 1.27 "Confirmation" means the Bankruptcy Court's confirmation of the Plan. <br /> 1.28 "Confirmation Date" means the date of entry of the Confirmation Order. <br /> 1.29 "Confirmation Hearing" means the Bankruptcy Court's hearing to consider confirmation of the Plan. <br /> 1.30 "Confirmation Order" means the Bankruptcy Court's order confirming the Plan. <br /> 1.31 "Convenience Claim" means a Claim,other than a Debt Securities Claim or a Litigation Claim, (i) that is equal to <br /> or less than$50,000, (ii)that has xen reduced to$50,000 by its holder,by indicating an election to do so on a duly <br /> completed and timely returned Ballot or(iii)a Debt Securities Claim or a Litigation Claim that the Debtors have agreed in <br /> writing to treat as a Convenience Claim. <br /> 1.32 "Cookie Business"means the Debtors'cookie business,operated principally through MA Holdings and its <br /> subsidiaries. <br /> 1.33 "Cookie Business Escrow" means the escrow account(s)established in connection with the Cookie Business Sale. <br /> 1.34 "Cookie Business Escrow Recovery" means any amount returned to SFC-NH from the Cookie Business Escrow. <br /> 1.35 "Cookie Business Sale" means the sale by SFC-NH of its interest in MA Holdings, in a transaction approved by <br /> the Bankruptcy Court under section 363(b)of the Bankruptcy Code before the Effective Date. <br /> 1.36 "Cookie Business Sale Proceeds"means the cash consideration received from the Cookie Business Sale,less any <br /> costs associated with the sale,including but not limited to any joint and several obligations of the Cookie Business along with <br /> one or more of the Debtors. <br /> 1.37 "Creditors'Committee" means the committee of unsecured creditors appointed under section 1102(a)of the <br /> Bankruptcy Code in the Chapter 11 Case. <br /> 1.38 "Cure" means the payment of Cash by a Debtor,or the distribution of other property(as the parties may agree or <br /> the Bankruptcy Court may order),as necessary to cure defaults under an executory contract or unexpired lease of the Debtor <br /> and permit the Debtor to assume that contract or lease under section 365(a)of the Bankruptcy Code. <br /> 1.39 "DCGL"means the Delaware General Corporation Law,Title 8 of the Delaware Code,as amended. <br /> 1.40 "Debtor"means each of SFAC,SFC, SFC-SUB,SFAC-NH,SFC-NH,SFFC, SFC-SPV, and GWI as debtors and <br /> debtors in possession under sections 1107 and 1108 of the Bankruptcy Code,and"Debtors" means all of them collectively. <br /> 1.41 "Debtors'Representative"has the meaning ascribed to such term in Article IV Section C.2. <br /> 1.42 "Debt Securities"means any and all of the 12'/a%Senior Notes, 111/.%Senior Notes, 13'/4%Subordinated Notes, <br /> 13%Discount Debenwres, 11%Discount Debentures,and SFC Bonds. <br /> 1.43 "Debt Securities Claim" means the Claim of a holder of a Debt Securities,arising thereunder. <br /> 1.44 "Disallowed Claim" means a Claim,or any portion thereof,that(a)does not appear on any of the Debtors' <br /> Schedules,or is identified therein as contingent,unliquidated,or disputed or is Scheduled at zero,and in either case whose <br /> holder has failed to file a timely proof of claim;or(b) has been disallowed by Final Order of the Bankruptcy Court. <br /> 1.45 "Disbursing Agent" means Reorganized SFAC or any party designated by Reorganized SFAC, in its sole and <br /> absolute discretion,to serve as the disbursing agent under the Plan. <br /> PLAN-3 <br />