Common use of Administration generally Clause in Contracts

Administration generally. On or prior to the Effective Time, Seagate shall designate one or more designees (the "ADMINISTRATORS") who shall be responsible for overseeing collection of the TRA Amounts and coordinating activities with representatives of Veritas and Purchaser with respect to Seagate Taxes. Veritas and Seagate will, prior to the Effective Time, cooperate in good faith with respect to establishing procedures and structures designed to maximize the aggregate value of the TRA Amount and minimize the amount of administrative costs. This may include the establishment of segregated accounts, pass-through trusts or similar devices (collectively, a "COLLECTION ACCOUNT") to receive periodic payments of TRA Amounts. The Administrators shall be entitled to charge the Collection Account a fee of 1% for all amounts deposited therein and distributed to holders of the TRA Rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Veritas Software Corp /De/), Agreement and Plan of Merger and Reorganization (Seagate Technology Inc)

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Administration generally. On or prior to the Effective Time, Seagate shall designate one or more designees (the "ADMINISTRATORSAdministrators") who shall be responsible for overseeing collection of the TRA Amounts and coordinating activities with representatives of Veritas and Purchaser with respect to Seagate Taxes. Veritas and Seagate will, prior to the Effective Time, cooperate in good faith with respect to establishing procedures and structures designed to maximize the aggregate value of the TRA Amount and minimize the amount of administrative costs. This may include the establishment of segregated accounts, pass-through trusts or similar devices (collectively, a "COLLECTION ACCOUNTCollection Account") to receive periodic payments of TRA Amounts. The Administrators shall be entitled to charge the Collection Account a fee of 1% for all amounts deposited therein and distributed to holders of the TRA Rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Seagate Technology Malaysia Holding Co Cayman Islands), Agreement and Plan of Merger and Reorganization (Seagate Technology Holdings)

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