Activities of the Trust. It is the intention of the parties hereto that the Trust shall not engage in any business or activities other than in connection with, or relating to, the purposes specified in Section 2.3. The operations of the Trust will be conducted in accordance with the following standards (and the Owner Trustee and the Depositor hereby agree to use their best reasonable efforts to cause the operations of the Trust to be conducted in accordance herewith):
(i) The Trust will observe all procedures required by this Deposit Trust Agreement.
(ii) Subject to Sections 5.1 and 5.4, the business and affairs of the Trust will be managed by or under the direction of the Owner Trustee. Except as otherwise expressly provided in this Deposit Trust Agreement, the Depositor will have no authority to act for, or to assume any obligation or responsibility on behalf of, the Trust.
(iii) The Trust will keep correct and complete books and records of accounts and minutes of the meetings and other proceedings of its trustees, separate from those of the Depositor or any subsidiary, affiliate or separate account of the Depositor. Any such resolutions, agreements and other instruments will be continuously maintained as official records by the Trust.
(iv) Each of the Depositor and the Trust will provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Trust will not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns the Owner Trust Certificates) and such expenses of the Depositor will not be charged or otherwise allocated to the Trust.
(v) The Trust will conduct its business under names or trade names so as not to mislead others as to the identity of the Trust. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements, and applications will be made solely in the name of the Trust if related to the Trust. The Depositor and the Trust each will have separate stationery and other business forms.
(vi) There will be no guarantees made by the Trust with respect to obligations of the Depositor. There will not be any indebtedness relating to borrowings or loans between the Trust and the Depositor.
(vii) The Trust will act solely in its name and through its or the Owner Trustee's duly authorized officers or agents in the conduct of its business. The Trust will not: (a) operate or purport to operate as an in...
Activities of the Trust. The Administrator agrees to carry out and perform the administrative activities of the Trust set forth in Article 2 in the name and on behalf of the Trust as its agent.
Activities of the Trust. After its formation, the Trust will not engage in any activity other than (i) issuing the Certificates, (ii) making payments on the Certificates and (iii) engaging in other activities that are necessary, suitable or convenient to accomplish the foregoing or are incidental thereto or connected therewith. Notwithstanding the foregoing, the Trust, at the direction of the Controlling Class Holder, may amend its permitted activities by (i) an appropriate amendment to the applicable agreement, (ii) any opinion of counsel reasonably requested by the Underwriter, the rating agencies, the Trustee and the Securities Administrator (including to the effect that such amendment will not cause the Trust Fund’s REMIC elections to fail to qualify as a REMIC for federal income tax purposes) and a bring down opinion relating to the true sale of the Mortgage Loans from KKR, as Seller, (iii) in the case of S&P, written confirmation that such amendment will not result in the rating of any Certificate to be downgraded, withdrawn or suspended, and in the case of Moody’s, written notice of such amendment to Moody’s, and (iv) the consent of the Controlling Class Holder to the amendment of such permitted activities.
Activities of the Trust. (1) The Trust will carry on its activities in accordance with this Agreement and the Voting Agreement in order to hold and administer the Trust Property for the benefit of the Beneficiaries. The activities of the Trust shall be, and shall be limited to: (i) acquiring and holding the Special Voting Shares, (ii) acquiring and holding the Golden Share, (iii) entering into the Voting Agreement and carrying out the Trust’s obligations thereunder, (iv) investing and reinvesting the Remaining Property and (v) carrying on all other activities as may be reasonably incidental to those activities (the “Trust Activities”).
(2) During the term commencing on the date hereof until the earliest to occur of (i) the termination of the Trust pursuant to Article Nine, (ii) the date no Exchangeable Units are outstanding, and (iii) all outstanding Exchangeable Units are held by New Transit, the Trustee shall have all of the rights and powers of an owner with respect to the Special Voting Shares, provided that the Trustee shall:
(a) exercise all voting rights attached to the Special Voting Shares only in accordance with the provisions of the Voting Agreement;
(b) except as specifically authorized by this Agreement or the Voting Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Special Voting Shares, and the Special Voting Shares shall not be used or disposed of by the Trustee for any purpose (including for exercising dissent or appraisal rights relating to the Special Voting Shares) other than as contemplated by, and solely in accordance with, the Voting Agreement; and
(c) hold the certificates representing the Special Voting Shares, if any, in safe keeping at all times.
(3) During the term commencing on the date hereof until the earliest to occur of (i) the termination of the Trust pursuant to Article Nine and (ii) the date the Golden Share is no longer outstanding, the Trustee shall have all of the rights and powers of an owner with respect to the Golden Share, provided that the Trustee shall:
(a) exercise all voting rights attached to the Golden Share only in accordance with the provisions of the Voting Agreement;
(b) except as specifically authorized by this Agreement or the Voting Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Golden Share, and the Golden Share shall not be used or disposed of by the Trustee for any purpose (including for exercising dissent or appraisal rights relat...
Activities of the Trust. EMPLOYEES; OFFICES.
SECTION 3.1 Activities of the Trust........................................................8 SECTION 3.2 Employees......................................................................8 SECTION 3.3 Offices........................................................................9
Activities of the Trust. Employees; Offices. 4
Activities of the Trust. (1) The Trust will establish an endowment fund to provide grants to support the maintenance of eligible collections of plant genetic resources for food and agriculture that meet agreed standards of management and availability of the genetic resources, related information, knowledge and technologies, and to cover operating expenses and other expenses incidental thereto. For the purpose of this Article, the term “maintenance” shall include all activities related to Article 2.
(2) The Trust will also be entitled to receive funds other than funds intended for the endowment fund, and will provide grants to support the holders of potentially eligible collections in upgrading their collections so that they can meet agreed standards of management in order to become eligible for maintenance grants. Such funds may also be used to support all activities related to Article 2, and to cover operating expenses and other expenses incidental thereto.
(3) The Trust may also carry out such other activities as may be necessary for the fulfilment of the objectives of the Trust.
Activities of the Trust. Status of Sub-Trust Estates and Sub-Trusts
Activities of the Trust. It is the intention of the parties hereto that the Trust shall not engage in any business or activities other than in connection with, or relating to, the purposes specified in Section 2.3(a). The operations of the Trust will be conducted in accordance with the following standards (and the Owner Trustee, the Depositor and the Ownership Certificateholder (by its acceptance of the Ownership Certificate) hereby agree to use their best reasonable efforts to cause the operations of the Trust to be conducted in accordance herewith):
(i) The Trust will observe all procedures required by this Deposit Trust Agreement.
(ii) Subject to Sections 5.1 and 5.4, the business and affairs of the Trust will be managed by or under the direction of the Owner Trustee. Except as otherwise expressly provided in this Deposit Trust Agreement, neither the Depositor nor Ownership Certificateholder will have any authority to act for, or to assume any obligation or responsibility on behalf of, the Trust.
(iii) TheTrust will act solely in its name and through its or the Owner Trustee's duly authorized officers or agents in the conduct of its business. The Trust will: (A) other than for federal income tax purposes, hold itself out as a separate entity, (B) correct any known misunderstandings regarding its status as a separate entity, (C) other than for federal income tax purposes, not identify itself as a division of any other Person or entity, (D) not operate or purport to operate as an integrated, single economic unit with respect to the Depositor or the Ownership Certificateholder or any other entity; (E) not seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor, the Ownership Certificateholder or any other Affiliate; or (F) not induce any such third party to reasonably rely on the creditworthiness of the Depositor, the Ownership Certificateholder, or any other Affiliated or unaffiliated entity.
(iv) The Depositor shall not finance the Trust's operations and the Trust does not finance the operations of the Depositor. Each of the Depositor and the Trust will provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Trust will not be charged or otherwise allocated to the Depositor or the Ownership Certificateholder (except indirectly, as the owner of the Ownership Certificate) and such expenses of the Depositor and the Ownership Certificateholder will not be charged or ...
Activities of the Trust. It is the intention of the parties hereto that the Trust shall not engage in any business or activities other than in connection with, or relating to, the purposes specified in Section 2.3. The operations of the Trust will be conducted in accordance with the following standards (and the Depositor hereby agrees to use its best efforts to cause the operations of the Trust to be conducted in accordance herewith):
