Actions With Respect to XXX and Xxxxx Plan Deposit Liabilities. (a) On or before the Conversion Date, Sellers shall (i) resign as of the close of business on the Conversion Date as the trustee or custodian, as applicable, of each XXX and Xxxxx Plan of which it is the trustee or custodian, (ii) to the extent permitted by the documentation governing each such XXX and Xxxxx Plan and applicable law, appoint Purchaser as successor trustee or custodian, as applicable, of each such XXX and Xxxxx Plan, and Purchaser hereby accepts each such trusteeship or custodianship under the terms and conditions of Purchaser’s plan documents for its XXX and Xxxxx Plans, and assumes all fiduciary and custodial obligations with respect thereto as of the close of business on the Conversion Date, and (iii) deliver to the XXX grantor or Xxxxx Plan named fiduciary of each such XXX or Xxxxx Plan such notice of the foregoing as is required by the documentation governing each such XXX or Xxxxx Plan or applicable law. Purchaser shall be solely responsible for delivering its XXX or Xxxxx Plan documents to the applicable XXX grantor or Xxxxx Plan named fiduciary, including but not limited to, a beneficiary designation form to be completed by the applicable XXX grantor or Xxxxx Plan participant; provided, however, that in the event that an XXX grantor or Xxxxx Plan participant dies before such time as Purchaser receives a properly completed beneficiary designation form, Sellers shall make available to Purchaser such information as may exist in Sellers’ files regarding any beneficiary designation it may have regarding such decedent. If, pursuant to the terms of the documentation governing any such XXX or Xxxxx Plan or applicable law, (y) Sellers are not permitted to appoint Purchaser as successor trustee or custodian, or the XXX grantor or Xxxxx Plan named fiduciary objects in writing to such designation, or is entitled to, and does, in fact, name a successor trustee or custodian other than Purchaser, or (z) such XXX or Xxxxx Plan includes assets which are not Deposit Liabilities and are not being transferred to Purchaser, and the assumption of such deposit liabilities included in such XXX or Xxxxx Plan would result in a loss of qualification of such XXX or Xxxxx Plan under the Code or applicable IRS regulations, all deposit liabilities of Sellers held under such XXX or Xxxxx Plan shall be excluded from the Deposit Liabilities. Upon appointment as a successor custodian for such XXX liabilities or as a successor trustee for such IRAs or Xxxxx Plans and t...
Actions With Respect to XXX and Xxxxx Plan Deposit Liabilities. Seller shall (i) resign as of the Closing Time as the Trustee/Custodian of each XXX Deposit Liability and as the Trustee/Custodian of each Xxxxx Plan Deposit Liability of which it is the Trustee/Custodian, if any, (ii) to the extent permitted by the documentation governing each such XXX or Xxxxx Plan, appoint Purchaser as successor Trustee/Custodian of each such XXX or Xxxxx Plan, and Purchaser agrees to accept each such trusteeship/custodianship and assume all fiduciary obligations with respect thereto as of the Closing Time, and (iii) deliver to the grantor or named fiduciary of each such XXX or Xxxxx Plan, respectively, such notice of the foregoing as is required by the documentation governing such XXX or Xxxxx Plan.
