Common use of Identity of Beneficiaries’ Representative Clause in Contracts

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary who is a present or past nonemployee director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living nonemployee directors who are Beneficiaries under this Agreement. For this purpose a director who has not been employed by Grantor during the current year and the preceding three (3) years shall be regarded as a nonemployee director. The Trustee and Grantor shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary Representative. A Beneficiary shall be deemed to have consented to such change in Beneficiaries Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of this Agreement and does not provide written notice of objection to such change within ten (10) days. The Trustee shall be entitled to rely on such subsequent appointment as of the date such writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present nonemployee directors who are Beneficiaries under this Agreement. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary (if none are willing or able to serve), but shall in no event be an officer or director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary who is a present or past nonemployee non-employee director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the non-employee directors then in office who are Beneficiaries under this Agreement, or if none are then in office, by a majority of the then living nonemployee non-employee former directors who are Beneficiaries under this Agreement. For this purpose a director who has not been employed by Grantor during the current year and the preceding three (3) years shall be regarded as a nonemployee non-employee director. The Trustee and Grantor shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary RepresentativeBeneficiaries’ Representative (or if such former Beneficiaries’ Representative shall be deceased, then by written notice from the Grantor’s Board of Directors as to his or her successor). A Beneficiary shall be deemed to have consented to such change in Beneficiaries Beneficiaries’ Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 8.7 of this Agreement and does not provide written notice of objection to such change within ten (10) days. The Trustee shall be entitled to rely on such subsequent appointment as of the date such writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living present and past and non-employee directors, the non-employee directors then in office, or the past or present nonemployee directors Executive Officers, as the case may be, who are Beneficiaries under this Agreement. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary (if none are willing or able to serve), but shall in no event be an officer or director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary who is a present or past nonemployee director Director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living current nonemployee directors Directors who are Beneficiaries under this Agreement. For this purpose purpose, a director Director who has not been employed by Grantor during the current calendar year and the preceding three (3) years shall be regarded as a nonemployee directorDirector. The Trustee and Grantor shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary Beneficiaries’ Representative. A Beneficiary shall be deemed to have consented to such change in Beneficiaries Beneficiaries’ Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of this Agreement and does not provide written notice of objection to such the change within ten (10) days. The Trustee shall be entitled to rely on such subsequent appointment as of the date such the writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present nonemployee directors Directors who are Beneficiaries under this Agreement. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary (if none are willing or able to serve), but shall in no event be an officer or director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.’

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary person who is a present or past nonemployee director Director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living nonemployee directors who are Beneficiaries under this AgreementDirectors on the Board of Directors. For this purpose purpose, a director Director who has not been employed by Grantor during the current calendar year and the preceding three (3) years shall be regarded as a nonemployee directorDirector. The Trustee Trustee, Grantor and Grantor Beneficiaries shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary Representative. A Beneficiary shall be deemed to have consented to such change in Beneficiaries Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of this Agreement and does not provide written notice of objection to such change within ten (10) daysAgreement. The Trustee shall be entitled to rely on such subsequent appointment as of the date such writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present current nonemployee directors who are Beneficiaries under this AgreementDirectors. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary nonemployee Director (if none are willing or able to serve), but shall in no event be an officer or director elected or appointed after a Change in Control who was not a Beneficiary or a beneficiary of the Grantor’s 2003 Trust prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary who is a present or past nonemployee director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living current and past nonemployee directors Directors who are Beneficiaries under this Agreement. For this purpose a director Director who has not been employed by Grantor during the current year and the preceding three (3) years shall be regarded as a nonemployee directorDirector. The Trustee and Grantor shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary Representative. A Beneficiary shall be deemed to have consented to such change in Beneficiaries Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of this Agreement and does not provide written notice of objection to such the change within ten (10) days. The Trustee shall be entitled to rely on such subsequent appointment as of the date such the writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present nonemployee directors who are Beneficiaries under this Agreement. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary (if none are willing or able to serve), but shall in no event be an officer or director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such the successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary who is a present or past nonemployee director Director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living current nonemployee directors Directors who are Beneficiaries under this Agreement. For this purpose purpose, a director Director who has not been employed by Grantor during the current calendar year and the preceding three (3) years shall be regarded as a nonemployee directorDirector. The Trustee and Grantor shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary Beneficiaries’ Representative. A Beneficiary shall be deemed to have consented to such change in Beneficiaries Beneficiaries’ Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of this Agreement and does not provide written notice of objection to such the change within ten (10) days. The Trustee shall be entitled to rely on such subsequent appointment as of the date such the writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present nonemployee directors Directors who are Beneficiaries under this Agreement. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary (if none are willing or able to serve), but shall in no event be an officer Officer or director Director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such the successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.

Identity of Beneficiaries’ Representative. The Beneficiaries’ Representative shall be a Beneficiary person who is a present or past nonemployee director Director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living nonemployee directors who are Beneficiaries under this AgreementDirectors on the Board of Directors. For this purpose purpose, a director Director who has not been employed by Grantor during the current calendar year and the preceding three (3) years shall be regarded as a nonemployee directorDirector. The Trustee Trustee, Grantor and Grantor Beneficiaries shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ Representative unless notified in writing of a change in the Beneficiaries’ Representative by a writing signed by the former Beneficiary Beneficiaries’ Representative. A Beneficiary shall be deemed to have consented to such change in Beneficiaries Beneficiaries’ Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of this Agreement and does not provide written notice of objection to such the change within ten (10) days. The Trustee shall be entitled to rely on such subsequent appointment as of the date such writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present current nonemployee directors who are Beneficiaries under this AgreementDirectors. In the absence of an effective appointment of a Beneficiaries’ Representative, the Trustee or any Beneficiary may, after ten (10) days’ written notice to all Beneficiaries and the Grantor, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ Representative who need not be a Beneficiary nonemployee Director (if none are willing or able to serve), but shall in no event be an officer Officer or director Director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ Representative shall become effective only upon the execution of a counterpart of this Agreement whereby such successor Beneficiaries’ Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Agreement.

Identity of Beneficiaries’ Representative. The Beneficiaries’ ' Representative shall be a Beneficiary who is a present or past nonemployee non-employee director of Grantor, designated in writing to the Trustee and Grantor from time to time by a majority of the then living past and present nonemployee directors who are Beneficiaries under this Agreement. For this purpose a director who has not been employed by Grantor during the current year and the preceding three (3) years shall be regarded as a nonemployee director. The Trustee and Grantor shall be entitled to rely on the original appointment of that individual as the Beneficiaries’ ' Representative unless notified in writing of a change in the Beneficiaries’ Representative by a ' Representative, which writing must be signed by at least a majority of the former Beneficiary Representative. A Beneficiary shall be deemed to have consented to such change in then living past and present nonemployee directors who are Beneficiaries Representative if such Beneficiary is provided with notice of such change in accordance with Section 8.6 of under this Agreement and does not provide written notice of objection to such change within ten (10) daysAgreement. The Trustee shall then be entitled to rely on such subsequent appointment as of the date such writing is received by the Trustee. The Trustee shall be entitled to rely on the accuracy and completeness of a written list delivered to the Trustee by Grantor, and certified by the Secretary of Grantor to be accurate and to have been prepared in good faith, identifying the individuals who constitute the then living past and present nonemployee directors who are Beneficiaries under this Agreement. In the absence of an effective appointment of a Beneficiaries’ ' Representative, the Trustee or any Beneficiary may, after ten (10) days’ ' written notice to all Beneficiaries and the GrantorBeneficiaries, petition a court of competent jurisdiction at the expense of the Trust for appointment of a Beneficiaries’ ' Representative who need not be a Beneficiary (if none are willing or able to serve), but shall in no event be an officer or director elected or appointed after a Change in Control who was not a Beneficiary prior to such Change in Control. The designation or appointment of a successor Beneficiaries’ ' Representative shall become effective only upon the execution of a counterpart of this Trust Agreement whereby such successor Beneficiaries’ ' Representative shall assume and become bound by all the duties and responsibilities of a Beneficiaries’ Representative under this Trust Agreement and each indemnification agreement covered by this Trust Agreement.