Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of: (i) the bankruptcy of the Holder of the Common Securities or the Sponsor; (ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s charter and the expiration of 90 days after the revocation without a reinstatement thereof; (iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust; (iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities; (v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or (vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities. (b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware. (c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 6 contracts
Samples: Trust Agreement (Merrill Lynch & Co Inc), Trust Agreement (Merrill Lynch Capital Trust II), Trust Agreement (Merrill Lynch & Co Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 4 contracts
Samples: Trust Agreement (Us Bancorp \De\), Trust Agreement (Us Bancorp \De\), Trust Agreement (Us Bancorp \De\)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 4 contracts
Samples: Trust Agreement (Us Bancorp \De\), Trust Agreement (Us Bancorp \De\), Trust Agreement (Us Bancorp \De\)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 18, 2036, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 3 contracts
Samples: Declaration of Trust (First Community Bancorp /Ca/), Declaration of Trust (Vineyard National Bancorp), Declaration of Trust (United National Bancorp)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent tax counsel that the distribution of the ICONs will Debentures would not be taxable to result in the Holders recognition of the Capital Securities gain or loss for United States federal income tax purposespurposes by the Holders of the Trust Preferred Securities; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 3 contracts
Samples: Trust Agreement (Dominion Resources Inc /Va/), Trust Agreement (CSX Capital Trust 1), Trust Agreement (Markel Corp)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Trust Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 2 contracts
Samples: Trust Agreement (Dominion CNG Capital Trust Ii), Trust Agreement (Consolidated Natural Gas Co/Va)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 ninety (90) days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debt Securities to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debt Securities will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 2 contracts
Samples: Trust Agreement (Compass Bancshares Inc), Trust Agreement (Compass Trust Iii)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 15, 2042, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 2 contracts
Samples: Declaration of Trust (First Banks, Inc), Declaration of Trust (First Banks, Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 2 contracts
Samples: Trust Agreement (Banknorth Capital Trust Ii), Trust Agreement (Us Bancorp \De\)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on July 31, 2036, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 2 contracts
Samples: Declaration of Trust (State National Bancshares, Inc.), Declaration of Trust (Prosperity Bancshares Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on September 26, 2037, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 2 contracts
Samples: Declaration of Trust (Uwharrie Capital Corp), Declaration of Trust (Bankatlantic Bancorp Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on June 26, 2037, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Declaration of Trust (First Community Bancorp /Ca/)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 18, 2036, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities., with the consent of the Institutional Trustee and the Sponsor. Center Bancorp, Inc./Amended and Restated Declaration of Trust/Floating Rate
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or Sponsor;
(iii) after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust;
(iv) the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiv) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(vvii) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust Trust; provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees a Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust Trust; provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on March 26, 2038, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Samples: Declaration of Trust (Community Capital Bancshares Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 15, 2041, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Notes to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent tax counsel that the distribution of the ICONs will Notes would not be taxable to result in the Holders recognition of the Capital Securities gain or loss for United States federal income tax purposespurposes by the Holders of the Capital Securities; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Regular Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:: 47
(i) the bankruptcy Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided PROVIDED that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided Trust; PROVIDED such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;; 147
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Regular Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Indenture (First Security Capital V)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of a Bankruptcy Event with respect to the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs Junior Subordinated Notes to the Holders of the Securities in exchange for all of the Securities; provided PROVIDED that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Junior Subordinated Notes will not be taxable to the Holders of the Capital Trust Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As as soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent tax counsel that the distribution of the ICONs will Debentures would not be taxable to result in the Holders recognition of the Capital Securities gain or loss for United States federal income tax purposespurposes by the Holders of the Capital Securities; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Trust Agreement (Dominion Resources Capital Trust Iv)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securitiesthis Agreement;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Regular Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 4.2,4.3 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent tax counsel that the distribution of the ICONs will Debentures would not be taxable to result in the Holders recognition of the Capital Securities gain or loss for United States federal income tax purposespurposes by the Holders of the Capital Securities; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Trust Agreement (Dominion Resources Capital Trust Iv)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided PROVIDED that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy time when all of the Holder Administrative Trustees and the Sponsor shall have consented to dissolution of the Common Securities or Trust provided such action is taken before the Sponsorissuance of any Securities;
(ii) at the filing of a certificate of dissolution or its equivalent with respect Sponsor's election by at least 30 days written notice and direction to the Sponsor or Property Trustee to distribute the revocation Debentures to the Holders of the Sponsor’s charter and Securities in exchange for all of the expiration Securities, subject to the receipt of 90 days after any necessary approvals by the revocation without a reinstatement thereofFederal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(iv) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(v) at the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s election by notice 's charter and direction to the Property Trustee to distribute expiration of 90 days after the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposesrevocation without a reinstatement thereof; or
(vi) the time when all entry of the Administrative Trustees and the Sponsor shall have consented to a decree of judicial dissolution of the Trust provided such action is taken before Sponsor or the issuance of any SecuritiesTrust.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) April 1, 2033;
(ii) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(iiiii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iiiiv) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(ivv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(vvi) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The Sponsor must give at least 30 days written notice to the Trustees of its election to dissolve the Trust and distribute the Debentures pursuant to Section 8.1(a)(vi). Once the liquidation date is fixed for any distribution of the Debentures pursuant to Section 8.1(a)(vi):
(i) the Capital Securities shall no longer be deemed to be outstanding;
(ii) the Depositary, or its nominee, as the record holder of the Capital Securities, will receive a registered global certificate or certificates representing the Debentures to be delivered upon the distribution; and
(iii) certificates representing the Capital Securities not held by the Depositary or its nominee will be deemed to represent the corresponding Debentures. Those certificates will bear accrued and unpaid interest in an amount equal to the accrued and unpaid distributions on the Capital Securities until the certificates are presented to the Administrative Trustees or their agent for transfer or reissuance.
(d) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided PROVIDED that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided Trust; PROVIDED such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Trust Agreement (Fonovisa Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent tax counsel that the distribution of the ICONs will Debentures would not be taxable to result in the Holders recognition of the Capital Securities gain or loss for United States federal income tax purposespurposes by the Holders of the Trust Preferred Securities; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy time when all of the Holder Administrative Trustees and the Depositor shall have consented to dissolution of the Common Securities or Trust provided such action is taken before the Sponsorissuance of any Securities;
(ii) at the filing of a certificate of dissolution or its equivalent with respect Depositor’s election by at least 30 days written notice and direction to the Sponsor or Property Trustee to distribute the revocation Debentures to the Holders of the Sponsor’s charter and Securities in exchange for all of the expiration Securities, subject to the receipt of 90 days after any necessary approvals by the revocation without a reinstatement thereofFederal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Depositor will be required to obtain an opinion of an independent counsel that the distribution of the Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(iv) the bankruptcy of the Holder of the Common Securities or the Depositor;
(v) at the Sponsor’s election by notice and direction filing of a certificate of dissolution or its equivalent with respect to the Property Trustee to distribute Depositor or the ICONs to the Holders revocation of the Securities in exchange for all Depositor’s charter and the expiration of 90 days after the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposesrevocation without a reinstatement thereof; or
(vi) the time when all entry of the Administrative Trustees and the Sponsor shall have consented to a decree of judicial dissolution of the Trust provided such action is taken before Depositor or the issuance of any SecuritiesTrust.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by executing and filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Trust Agreement (Asbc Capital Ii)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 15, 2040, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture or this Declaration, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Trust Agreement (Us Bancorp \De\)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Trust Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Administrative Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on September 26, 2037, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.. ARTICLE VIII
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy bankruptcy, insolvency or liquidation of the Holder of Sponsor or the Common Securities or the SponsorHolder;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel Tax Counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust Trust; provided that such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding winding-up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The Sponsor shall give at least 30 days written notice to the Trustees of its election to dissolve the Trust and distribute the Debentures pursuant to Section 8.1(a)(v). Once the liquidation date is fixed for any distribution of the Debentures pursuant to Section 8.1(a)(v):
(i) the Capital Securities shall no longer be deemed to be outstanding;
(ii) the Depositary, or its nominee, as the record holder of the Capital Securities, will receive a registered global certificate or certificates representing the Debentures to be delivered under the distribution; and
(iii) certificates representing the Capital Securities not held by the Depositary or its nominee will be deemed to represent the corresponding Debentures. Those certificates will bear accrued and unpaid interest in an amount equal to the accrued and unpaid distributions on the Capital Securities until the certificates are presented to the Administrative Trustees or their agent for transfer or reissuance.
(d) In connection with a dissolution of the Trust pursuant to Section 8.1(a)(v), if the Capital Securities are then listed on the NYSE or another exchange, the Debenture Issuer will use its commercially reasonable efforts to cause the Debentures to be listed on the NYSE or on such other exchange as the Capital Securities are then listed.
(e) The provisions of Section 4.2 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on June 26, 2037, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.Trustees
Appears in 1 contract
Samples: Trust Agreement (Us Bancorp \De\)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on June 15, 2040, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of a Bankruptcy Event with respect to the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Junior Subordinated Notes to the Holders of the Securities in exchange for all of the Securities; provided PROVIDED that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Junior Subordinated Notes will not be taxable to the Holders of the Capital Trust Preferred Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy a Bankruptcy Event of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor; the dissolution of the Trust after obtaining the consent of the Holders of at least a Majority in Liquidation Amount of the Securities to dissolve the Trust; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent tax counsel that the distribution of the ICONs will Debentures would not be taxable to result in the Holders recognition of the Capital Securities gain or loss for United States federal income tax purposespurposes by the holders of Capital Securities; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall automatically dissolve upon the earliest ofand be wound up in accordance with applicable law:
(i) upon the bankruptcy occurrence of an Event of Default with respect to the Sponsor as described in Section 501(d) or (e) of the Holder of the Common Securities or the SponsorIndenture;
(ii) upon the filing of a certificate of dissolution or liquidation or its equivalent with respect to the Sponsor Sponsor; or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) based upon an election by the Sponsor to dissolve the Trust, following the distribution of the Debentures from the Trust to the Holders in exchange for all of the Securities, provided, that the Property -------- Trustee has received written notice from the Sponsor directing the Property Trustee to dissolve the Trust (which election is optional, and except as otherwise expressly provided below, within the discretion of the Sponsor), and provided, further, that such direction and such distribution -------- ------- is conditioned on (a) the receipt by the Sponsor of any and all required regulatory approvals, and (b) the Sponsor's receipt and delivery to the Administrative Trustees of an opinion of independent tax counsel experienced in such matters to the effect that the Holders of the Preferred Securities will not recognize any gain or loss for United States federal income tax purposes as a result of the dissolution of the Trust and the distribution of Debentures;
(iv) upon the entry of a decree of judicial dissolution of the Sponsor or the TrustTrust by a court of competent jurisdiction;
(ivv) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(vvi) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders upon redemption or repayment of the Securities in exchange for all Debentures or at such time as no Debentures are outstanding; or;
(vii) the expiration of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution term of the Trust provided such action is taken before the issuance of any Securitiesin Section 3.14.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) ), but within 30 days of such event, notice of such dissolution shall be given to the Holders and upon completion of the winding up and liquidation of the Trust, the Administrative Trustees shall terminate the Trust by filing file a certificate of cancellation with the Secretary of State of the State of DelawareDelaware and the Trust shall terminate.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Declaration of Trust (Sandy Spring Capital Trust I)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 26, 2037, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 18, 2036, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on December 4, 2037, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities in accordance with Section 3 of Annex I;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of the Institutional Trustee and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of the State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon the earliest of:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(ii) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor or the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the entry of a decree of judicial dissolution of the Sponsor or the Trust;
(iv) the time when all of the Securities shall have been called for redemption and the amounts then due shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s 's election by notice and direction to the Property Trustee to 45 136 distribute the ICONs Debentures to the Holders of the Securities in exchange for all of the Securities, subject to the receipt of any necessary approvals by the Federal Reserve that may then be required under the applicable capital guidelines or policies of the Federal Reserve; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs Debentures will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust, one of the Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 and Article 9 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i1) unless earlier dissolved, on June 15, 2041, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii2) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(3) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii4) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(5) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(iv6) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi7) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall automatically dissolve upon the earliest offirst to occur of the following events:
(i) the bankruptcy of the Holder of the Common Securities Sponsor or the SponsorGuarantor;
(iiA) the filing of a certificate of dissolution or liquidation or its equivalent with respect to the Sponsor or the Guarantor or (B) the revocation of the Sponsor’s charter of the Sponsor or the Guarantor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) upon the election of the Sponsor and, after satisfaction of liabilities to creditors of the Trust, if any, as provided by applicable law, the distribution of all of the Senior Notes to Holders of Securities; provided that the Sponsor shall have delivered notice to the Trust, the Property Trustee and the Delaware Trustee stating its intent to dissolve the Trust in accordance with the terms of the Securities, and provided further that such dissolution is conditioned on the Administrative Trustees' receipt of an opinion of an independent tax counsel experienced in such matters to the effect that the Holders will not recognize any gain or loss for United States Federal income tax purposes as a result of the dissolution of the Trust and the distribution of the Senior Notes;
(iv) the entry of a decree of judicial dissolution of the Sponsor or the TrustTrust by a court of competent jurisdiction;
(ivv) the time when redemption of all of the Securities shall have been called for redemption and the amounts then due shall have been paid payment to the Holders thereof of any and all amounts necessary therefor, all in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all expiration of the Administrative Trustees and the Sponsor shall have consented to dissolution term of the Trust provided such action is taken before the issuance of any Securitiesin Section 3.14.
(b) As soon as is practicable after upon completion of winding up of the Trust following the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust8.01(a), the Administrative Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareDelaware in accordance with the Business Trust Act.
(c) The provisions of Section 4.2 Sections 3.09, 3.10 and 5.13 and Article 9 10 shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall automatically dissolve upon the earliest offirst to occur of the following events:
(i) the bankruptcy of the Holder of the Common Securities or the Sponsor;
(iiA) the filing of a certificate of dissolution or liquidation or its equivalent with respect to the Sponsor or (B) the revocation of the Sponsor’s 's charter and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iii) the distribution of a Like Amount of the Subordinated Notes to the Holders of the Securities, provided that the Property Trustee has 55 61 received written notice from the Sponsor directing the Property Trustee to dissolve the Trust (which direction is optional and, except as otherwise expressly provided herein, within the discretion of the Sponsor), and provided, further, that such dissolution is conditioned on the receipt by the Administrative Trustees' receipt of an opinion of an independent tax counsel experienced in such matters to the effect that the Holders of the Securities will not recognize any gain or loss for United States Federal income tax purposes as a result of the dissolution of the Trust and the distribution of the Subordinated Notes;
(iv) the entry of a decree of judicial dissolution of the Sponsor or the TrustTrust by a court of competent jurisdiction;
(ivv) the time when redemption of all of the Securities shall have been called for redemption and the amounts then due shall have been paid payment to the Holders of any and all amounts necessary therefor, all in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vi) the time when all expiration of the Administrative Trustees and the Sponsor shall have consented to dissolution term of the Trust provided such action is taken before the issuance of any Securitiesin Section 3.14.
(b) As soon as is practicable after upon completion of winding up of the Trust following the occurrence of an event referred to in Section 8.1(a) and upon completion of the winding up and liquidation of the Trust8.01(a), the Administrative Trustees shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareDelaware in accordance with the Business Trust Act.
(c) The provisions of Section 4.2 3.09 and Article 9 10 shall survive the termination of the Trust.
Appears in 1 contract
Samples: Trust Agreement (Hercules Inc)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on June 15, 2041, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities, upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on September 7, 2035, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities;
(v) upon exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Annex I hereto;
(vi) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvii) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(viviii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of DelawareConnecticut.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
Samples: Declaration of Trust (First Community Bancorp /Ca/)
Dissolution and Termination of Trust. (a) The Trust shall dissolve upon on the earliest first to occur of:
(i) unless earlier dissolved, on March 15, 2042, the bankruptcy expiration of the Holder term of the Common Securities or the SponsorTrust;
(ii) upon a Bankruptcy Event with respect to the Sponsor, the Trust or the Debenture Issuer;
(iii) (other than in connection with a merger, consolidation or similar transaction not prohibited by the Indenture, this Declaration or the Guarantee, as the case may be) upon (A) the filing of a certificate of dissolution or its equivalent with respect to the Sponsor Sponsor, and (B)(I) upon the consent of Holders of a Majority in liquidation amount of the Securities voting together as a single class to file a certificate of cancellation with respect to the Trust or (II) upon the revocation of the Sponsor’s charter of the Sponsor and the expiration of 90 days after the date of revocation without a reinstatement thereof;
(iiiiv) upon the distribution of the Debentures to the Holders of the Securities following the exercise of the right of the Holder of all of the outstanding Common Securities to dissolve the Trust as provided in Section 3 of Annex I hereto;
(v) upon the entry of a decree of judicial dissolution of the Sponsor Holder of the Common Securities, the Sponsor, the Trust or the TrustDebenture Issuer;
(ivvi) the time when all of the Securities shall have been called for redemption and the amounts then due necessary for redemption thereof shall have been paid to the Holders in accordance with the terms of the Securities;
(v) at the Sponsor’s election by notice and direction to the Property Trustee to distribute the ICONs to the Holders of the Securities in exchange for all of the Securities; provided that the Sponsor will be required to obtain an opinion of an independent counsel that the distribution of the ICONs will not be taxable to the Holders of the Capital Securities for United States federal income tax purposes; or
(vivii) the time when all of the Administrative Trustees and the Sponsor shall have consented to dissolution of the Trust provided such action is taken before the issuance of any Securities, with the consent of all of the Trustees and the Sponsor.
(b) As soon as is practicable after the occurrence of an event referred to in Section 8.1(a) 7.1(a), and upon completion after satisfaction of liabilities to creditors of the winding up and liquidation Trust as required by applicable law, including of the TrustStatutory Trust Act, and subject to the terms set forth in Annex I, the Trustees Institutional Trustee shall terminate the Trust by filing a certificate of cancellation with the Secretary of State of the State of Delaware.
(c) The provisions of Section 4.2 2.9 and Article 9 IX shall survive the termination of the Trust.
Appears in 1 contract
