Deposit of Stock. Subject to the terms and conditions of this Deposit Agreement, Stock or evidence of rights to receive Stock may be deposited by delivery thereof to the Custodian accompanied by any appropriate instrument or instruments of transfer, or endorsement, in form satisfactory to the Custodian, together with all such certifications as may be required by the Depositary or the Custodian in accordance with the provisions of this Deposit Agreement, and together with a written order directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order a Receipt or Receipts for the number of American Depositary Shares representing such deposit. No Stock shall be accepted for deposit unless accompanied by evidence satisfactory to the Depositary that any necessary approval has been granted by the governmental authority or body in the Republic of Ireland, if any, which is then performing the function of the regulation of currency exchange. If required by the Depositary, Stock presented for deposit at any time, whether or not the transfer books of the Company are closed, shall also be accompanied by an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt transfer to the Custodian of any dividend, or right to subscribe for additional Stock or to receive other property which any person in whose name the Stock is or has been recorded may thereafter receive upon or in respect of such deposited Stock, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary. At the request and risk and expense of any holder of Stock, and for the amount of such holder, the Depositary may receive certificates for Stock to be deposited, together with the other instruments herein specified, for the purpose of forwarding to the Custodian for deposit hereunder. Upon each delivery to the Custodian of a certificate or certificates for Stock to be deposited hereunder, together with the other documents above specified, the Custodian shall, as soon as transfer and recordation can be accomplished, present such certificate or certificates to the Company for transfer and recordation of the Stock being deposited in the name of the Depositary or its nominee, or the Custodian or its nominee. Deposited Stock shall be held by the Depositary or by the Custodian for the account and to the order of the Depositary, or at such other place or places as the D...
Deposit of Stock. 1.01. Each Depositor hereby agrees to deposit with the Trustee simultaneously with the execution of this agreement certificates representing the number of shares of common stock of Corporation as set forth after their names below: Shareholder Number of Shares Sheldon B. Lubar 450,000 Marianne Lubar 450,000 David J. Lubar 450,000 Kristine L. Thompson 450,000 Susan L. Solvang 000,000 Joan P. Lubar 450,000 --------- Total Shares: 2,700,000 ========= The Trustee hereby covenants and agrees that he will receive and will hold said stock, and such additional common stock or other securities of the Corporation as may be hereinafter transferred, assigned and set over unto them as hereinafter provided, in trust to be held, used, transferred and disposed of by them for the uses and purposes and upon the terms and conditions set forth herein.
1.02. At the time of deposit by the Depositors of the stock certificates with the Trustee, the Depositors shall sell, assign and transfer to the Trustee, his successors and assigns, by proper endorsement, the full legal title to all such stock and the Trustee and his successor shall thereby have and be vested with all of the rights and powers of the owner and holder of such stock, with full rights and powers of whatever nature necessary to enable the Trustee to exercise the powers vested in him under this agreement. The Trustee shall issue to the Depositors trust certificates ("Trust Certificates") for the stock transferred by them to the Trustee in substantially the form hereto annexed marked "Exhibit A." Such Trust Certificates shall be signed by the Trustee.
1.03. The Trust Certificates issued hereunder shall be transferable only on the books of the Trustee under such regulations as the Trustee may make in writing, and the Trustee may at all times and for all purposes treat the registered owner ("Beneficiary") of each outstanding Trust Certificate as the sole owner thereof.
1.04. In case any Trust Certificate issued under this agreement shall become mutilated, destroyed, stolen or lost, the Trustee shall issue duplicate, which shall be so marked, and the Trustee may, as a condition precedent to the issuance of such duplicate, require the applicant to furnish to them satisfactory evidence of such mutilation, destruction, theft or loss, together with such indemnity as they shall require.
1.05. If any individual shall at any time after the date hereof acquire additional common stock of the Corporation, not subject to the provisio...
Deposit of Stock. All certificate for the shares the common stock of the Company and Tricom will be deposited with the Company's attorney, A. Xxxxx Xxxx, as trustee, at its offices located at 0000 Xxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx Xxxxx, Xxxxxxx, 00000.
Deposit of Stock. Simultaneously with the execution and delivery of this Agreement, each Stockholder has duly and validly assigned and delivered to the Trustee all of the shares of Stock, represented by a certificate or certificates duly and validly endorsed in blank, and accompanied by instruments of transfer sufficient to enable the shares of Stock to be transferred to the name of the Trustee not in its individual capacity, but solely as Trustee.
Deposit of Stock. The Shareholder shall deposit with the Trustee or cause the Corporation to issue in the name of the Trustee simultaneously with the execution of this Agreement certificates representing the Stock. The Trustee agrees to receive and hold the Stock and all additional stock of the Corporation as may be transferred to it pursuant to this Agreement in trust, to be held, used, transferred, and disposed of for the uses and purposes and upon the terms and conditions set forth in this Agreement. The term "Stock," as used in this Agreement, shall mean all stock now owned or hereafter acquired by any means or at any time during the term or any renewal of this Agreement by the Shareholder or any of the Shareholder's heirs, personal representatives, successors, or assigns, all of which Stock hereafter acquired, the Shareholder shall, promptly upon receipt thereof, deliver to the Trustee, as provided by this Agreement.
Deposit of Stock. All certificates for the shares the common stock of the Company and Shop will be deposited with the Company's attorney, Xxxxxxx X. Xxxxx, Chartered, as trustee, at its offices located at 000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxx Xxxxx, Xxxxxx 00000.
Deposit of Stock. (a) Each Beneficiary shall promptly deliver to the Trustee certificates for transfer the following shares (Trust Shares) to the Trustee: Percentage No. of Shares Ownership in deposited in Company Name Trust represented by Shares --------------------------------------- -------------- ----------------- Lin Family Partners, Ltd. 4,000,000 14.5% --------------------------------------- -------------- ----------------- Xxxx Xxx, Trustee of Y-C Irrevocable 3,000,000 10.83% Living Trust --------------------------------------- -------------- ----------------- Xxxx Xxx 2,000,000 7.24% --------------------------------------- -------------- ----------------- X.X. Xxx 1,064,000 3.84% --------------------------------------- -------------- ----------------- Xxxxxx Xxx 506,000 1.22% --------------------------------------- -------------- ----------------- Xxxx X. Xxx -0- -0- --------------------------------------- -------------- ----------------- Xxx Xxx -0- -0- --------------------------------------- -------------- ----------------- Total Shares 10,570,000 19% --------------------------------------- -------------- ----------------- Such Trust Shares shall be held by the Trustee for the benefit of the Beneficiaries under this Agreement.
(b) Beneficiaries collectively own an additional 4,494,000 shares (Non Trust Shares), representing 16.22% of the outstanding common stock of the Company as of December 31, 2001, which shares are not being deposited into the trust created by this Agreement.
(c) During the term of this Agreement and any renewal and extension hereof, the Trust Shares and the Non Trust Shares shall be subject to a quarterly adjustment such that the aggregate number of Trust Shares and Non Trust Shares as of the beginning of each calendar quarter shall not exceed nineteen percent (19%) of the total issued and outstanding voting Common Stock. If at any time prior to the expiration or termination of this Agreement, the Company issues additional shares of common stock or a Beneficiary, or any other affiliate of X.X. Xxx purchases or otherwise acquires or obtains any additional shares of common stock of the Company, or any Beneficiary sells or otherwise transfers any of such Beneficiary's Trust Shares in accordance with the terms of this Agreement, then any such adjustment shall be made on a pro-rata basis among all of the Beneficiaries. Any such additional shares acquired or obtained by a Beneficiary shall be transferred and delivered immediately by the Beneficiary...
Deposit of Stock. Upon the execution of this Agreement, each Depositor shall deposit with the Trustee and into the Voting Trust the number of shares of Common Stock set forth opposite the Depositor’s name in Exhibit A (as such Exhibit may be amended from time to time by the Trustee to reflect additional Depositors and/or their permitted assigns) to this Agreement. In addition, each Depositor on behalf of the Depositor and the Depositor’s successors in interest to the Common Stock owned by the Depositor agrees to deposit with the Trustee the certificates for any additional shares of Common Stock the Depositor may hereafter acquire. The shares so deposited will be transferred on the Company’s books into the name of the Voting Trust. In accordance with the foregoing, the Trustee is hereby authorized from time to time, in his sole discretion: (a) to accept additional shares of Common Stock of each Depositor to be held in accordance with the provisions of this Agreement; and (b) to make such further transfers of shares of Common Stock as are required by this Agreement. No person may withdraw shares of Common Stock from this Voting Trust prior to the termination of the Voting Trust, except in accordance with Section 19 of this Agreement.
Deposit of Stock. 1.1 Beneficiary, promptly upon demand by the Trustees, shall deliver to the Trustees certificates for the 2,000,000 shares of the Company's common stock, $.001 par value, ("Shares"), duly endorsed for transfer or accompanied by duly executed instruments of transfer. Promptly upon receipt of such certificate, the Trustees shall (i) cause such shares to be registered in the name of the Trustees, (ii) cause the new share certificates to bear any necessary legends referring to this Agreement, and (iii) file a duplicate copy of this Agreement with the registered office of the Company in the state of Delaware.
1.2 The Trustees shall keep a copy of this Agreement at the principal office of the Company. This Agreement shall be open for inspection by any stockholder of the Company, or its agents upon the same terms as the record of stockholders of the Company is open to inspection to such persons.
1.3 Notwithstanding the foregoing, and subject to the requirements of any other law or agreement, the Beneficiary shall be entitled to transfer any and all of the Shares by directing the Trustees in writing in a form satisfactory to the Trustees to transfer the Shares. All transfers shall be recorded in the Trustees' records and any proper transfer shall vest in the transferee all rights of the Beneficiary including any limitations imposed on the Beneficiary by this Agreement. All Transferees shall sign a copy of this Agreement, agreeing to be bound hereby, as well as any other agreement, if applicable.
Deposit of Stock. EXECUTION AND DELIVERY OF RECEIPTS IN ------------------------------------------------------- RESPECT THEREOF. Concurrently with the execution and delivery of this Deposit --------------- Agreement, the Company is delivering to the Depositary a certificate or certificates, registered in the name of the Depositary and evidencing 250,000 shares of the Stock, together with (i) all such certifications as may be required by the Depositary in accordance with the provisions of this Deposit Agreement, and (ii) a written order of the Company directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order a Receipt or Receipts for the 4,000,000 Depositary Shares representing such Deposited Stock. The certificate or certificates evidencing the Deposited Stock shall be held by the Depositary, at its Securities Division or at such other place or places as the Depositary shall determine. The Company hereby authorizes the Depositary, in its capacity as Transfer Agent and Registrar for the Stock, to reflect changes in the number of shares (including any fractional shares) of Deposited Stock from time to time held by the Depositary by notation, book entry or other appropriate method and the Depositary, in its capacity as aforesaid, agrees to furnish the Company with regular reports as to the number of shares of Deposited Stock from time to time held under this Deposit Agreement.
