ESOP Termination. At or before the BKFC EFFECTIVE TIME, FTFC and FSB shall terminate the ESOP and shall file an Application for Determination with the IRS regarding tax qualification upon termination. No additional contribution shall be made to the ESOP by FTFC, FSB or BKFC, except as necessary to make the minimum required payment under the current exempt loan (hereinafter referred to as the "LOAN") between the ESOP and FTFC; provided, however, that any such contribution shall be deductible by FTFC and FSB under Section 404 of the CODE and the allocations of such contribution shall otherwise be in compliance with Section 415 of the CODE. All common shares of FTFC held by the Trustee of the ESOP at the BKFC EFFECTIVE TIME shall be exchanged by the Trustee for the number of BKFC shares of stock in accordance with this AGREEMENT. The Trustee for the ESOP shall dispose of shares held in the suspense account of the ESOP for the purpose of retiring the LOAN. Any shares and other assets remaining in the suspense account following repayment of the LOAN in full shall be available for allocation and distribution as promptly as possible to participants (as defined in the ESOP) in accordance with Section 4.3 of the ESOP and applicable law. It is the intent of the parties that the ESOP be terminated and distributions made concurrently with the BKFC EFFECTIVE TIME to the extent possible.
ESOP Termination. The Company and the ESOP shall have completed all of the actions set forth in Section 5.10 related to the ESOP termination to the extent such actions are required to be completed by the Company or the ESOP prior to the Closing.
ESOP Termination. The ESOP shall be terminated immediately prior to the Closing, and the ESOP Shares sold to Buyer at the Closing.
ESOP Termination. The Company shall have delivered to the Buyer evidence of action by the Company’s board of directors of a written resolution in a form to terminate the ESOP effective as of the date immediately prior to the date of Closing.
ESOP Termination. The Company previously adopted and ---------------- maintained an Employee Stock Ownership Plan ("ESOP Plan") in compliance with all --------- laws, rules and regulations relating thereto; however, in 1992, the Company terminated the ESOP Plan, re-purchased all of the Company stock that had been issued to the ESOP Plan participants, and received a favorable termination letter for the ESOP Plan from the Internal Revenue Service. The Company has no obligation or liability relating to the creation, maintenance, operation or termination of the ESOP Plan to any person, employee, or governmental entity or authority.
ESOP Termination. (a) MFFC shall use reasonable efforts to terminate the ESOP and shall file an Application for Determination with the IRS regarding tax qualification upon termination. All amounts accrued on the financial statements of MFFC as ESOP expense through the end of the month immediately before the month of the CLOSING shall be contributed by MFSB xx the ESOP Trustee and shall be paid by the ESOP Trustee to MFFC to reduce the outstanding balance of the ESOP LOAN, after which an appropriate number of MFFC common shares shall be allocated as promptly as possible by the ESOP Trustee to the accounts of ESOP participants (as defined in the ESOP) in accordance with the allocation provisions of the ESOP contained in Sections 3.01 and 3.02 and applicable law; provided, however, that any such contribution shall be deductible by MFFC and MFSB xxxer Section 404 of the CODE and the allocations of such contribution shall otherwise be in compliance with Section 415 of the CODE. All common shares of MFFC held by the Trustee of the ESOP at the BFOH EFFECTIVE TIME shall be exchanged by the Trustee for the BFOH MERGER CONSIDERATION. The Trustee for the ESOP shall dispose of shares held in the suspense account of the ESOP for the purpose of retiring the ESOP LOAN. Any shares and other assets remaining in the suspense account following repayment of the ESOP LOAN in full shall be allocated as promptly as possible by the ESOP Trustee to participants (as defined in the ESOP) in accordance with the allocation provisions of the ESOP contained in Sections 3.01 and 3.02 and applicable law. It is the intent of the parties that the ESOP be terminated and distributions made concurrently with the BFOH EFFECTIVE TIME to the extent possible.
ESOP Termination. In the event the ESOP is terminated, Shares held in the suspense account having a value equal to the amount of any unpaid principal remaining on the ESOP Note shall be delivered to the Company in repayment of the ESOP Note. In the event that the value of the Shares then held in the suspense account is less than the unpaid principal remaining on the ESOP Note, any unpaid principal and interest so remaining shall be forgiven. For purposes of this Section 6.3, the value of the Shares on the date they are delivered to the Company shall be determined by the independent financial advisor to the Trust in a manner consistent with the valuation methodology used by such financial advisor in its periodic Share valuation updates.
ESOP Termination. (a) MFFC shall use reasonable efforts to terminate the ESOP and shall file an Application for Determination with the IRS regarding tax qualification upon termination. All amounts accrued on the financial statements of MFFC as ESOP expense through the end of the month immediately before the month of the CLOSING shall be contributed by MFSB xx the ESOP Trustee and shall be paid by the ESOP Trustee to MFFC to reduce the outstanding balance of the ESOP LOAN, after which an appropriate number of MFFC common shares shall be allocated as promptly as possible by the ESOP Trustee to the accounts of ESOP participants (as defined in the ESOP) in accordance with the allocation provisions of the ESOP contained in Sections 3.01 and 3.02 and applicable law; provided,
ESOP Termination. New Wave’s Board of Directors shall have adopted resolutions terminating the ESOP effective as of immediately prior the Effective Time and providing that as of such date:
ESOP Termination. As soon as practicable following the date ----------------- hereof but, in any event, prior to the Effective Time, Lxxxxxxx Federal shall take any and all action necessary to terminate its employee stock ownership plan (the "Lxxxxxxx Federal ESOP") as of the Effective Time. The trustee of the Lxxxxxxx Federal ESOP shall repay the existing loan of the Lxxxxxxx Federal ESOP and allocate any unallocated assets remaining after the loan is repaid in accordance with the terms of the Lxxxxxxx Federal ESOP and applicable law.
