Common use of Investment Powers of Trustee Clause in Contracts

Investment Powers of Trustee. Subject ---------------------------- to the direction of an Investment Manager, the Pension Board or a duly authorized officer of the Company, or with respect to assets subject to the Trustee's investment, management and control, the Trustee shall have, with respect to any securities or other property at any time held by it and constituting part of the Fund, power: (a) to purchase, receive or subscribe for any securities or other property and to retain in trust such securities or other property; (b) to sell, exchange, redeem or otherwise dispose of any securities or other property at public or private sale for cash, on credit, or for other securities or property, and to grant options for the purchase or exchange thereof without liability on the purchasers to see to the application of the purchase money; (c) to participate in any plan of reorganization, consolidation, merger, combination, liquidation or other similar plan relating to any securities or other property held in the Fund, and to consent to or oppose any such plan or any action thereunder, or any contract, lease, mortgage, purchase, sale or other action by any person or corporation; (d) to deposit any securities or other property with any protective, reorganization or similar committee; and to pay and agree to pay part of the expenses and compensation of any such committee and any assessment levied with respect to any securities or other property so deposited; (e) to exercise conversion and subscription rights pertaining to any securities or other property held in the Fund; (f) to extend the time of payment of any obligation held in the Fund; (g) to enter into stand-by agreements for future investment, either with or without a stand-by fee; (h) to hold any moneys received by the Trustee in a common trust fund as defined under Section 584 of the Code, now or hereinafter maintained by it as a medium for the collective investment of assets of trusts, or any other comparable fund the Trustee deems advisable; (i) to exercise all voting rights with respect to any investment and to grant proxies, discretionary or otherwise; (j) to collect and receive any and all money, securities or other property due to the Fund and to give full discharge therefor; (k) with the consent of the Company, to settle, compromise or submit to arbitration any claims, debts or damages due or owing to or from the Trust; with the consent of Carpenter, to commence or xxxxxx xxits or legal proceedings to protect any interest of the Trust; and, with the consent of Carpenter, to represent thx Xxxxx xn all suits or legal proceedings in any court or before any other body or tribunal (subsequent to a Change in Control the consent of Carpenter is not required xx xxxxxx the powers granted in this Section); (l) for the purposes of the Trust and if so instructed by the Investment Manager, the Pension Board or a duly authorized officer of the Company, to borrow money from others, to issue its promissory note or notes therefore, and to secure the repayment thereof by pledging any securities or other property in its possession; provided, however, that no such loan or advance shall be made by the Trustee hereunder other than as temporary advances to the Fund, on a cash or overdraft basis, on which no interest is payable and provided further that no insurance contract shall be pledged except to secure a loan to pay premiums thereon; (m) to purchase insurance contracts, and pay premiums with respect thereto; (n) to organize under the laws of any state a corporation or trust for the purpose of acquiring and holding title to any securities or other property which it is authorized to acquire under this Trust Agreement and to exercise with respect thereto any or all of the powers set forth in this Trust Agreement.

Investment Powers of Trustee. Subject ---------------------------- to the direction of an Investment Manager, the Pension Board or a duly authorized officer of the Company, or with respect to assets subject to the Trustee's ’s investment, management and control, the Trustee shall have, with respect to any securities or other property at any time held by it and constituting part of the Fund, power: (a) to purchase, receive or subscribe for any securities or other property and to retain in trust such securities or other property; (b) to sell, exchange, redeem or otherwise dispose of any securities or other property at public or private sale for cash, on credit, or for other securities or property, and to grant options for the purchase or exchange thereof without liability on the purchasers to see to the application of the purchase money; (c) to participate in any plan of reorganization, consolidation, merger, combination, liquidation or other similar plan relating to any securities or other property held in the Fund, and to consent to or oppose any such plan or any action thereunder, or any contract, lease, mortgage, purchase, sale or other action by any person or corporation; (d) to deposit any securities or other property with any protective, reorganization or similar committee; and to pay and agree to pay part of the expenses and compensation of any such committee and any assessment levied with respect to any securities or other property so deposited; (e) to exercise conversion and subscription rights pertaining to any securities or other property held in the Fund; (f) to extend the time of payment of any obligation held in the Fund; (g) to enter into stand-by agreements for future investment, either with or without a stand-by fee; (h) to hold any moneys received by the Trustee in a common trust fund as defined under Section 584 of the Code, now or hereinafter maintained by it as a medium for the collective investment of assets of trusts, or any other comparable fund the Trustee deems advisable; (i) to exercise all voting rights with respect to any investment and to grant proxies, discretionary or otherwise; (j) to collect and receive any and all money, securities or other property due to the Fund and to give full discharge therefor; (k) with the consent of the Company, to settle, compromise or submit to arbitration any claims, debts or damages due or owing to or from the Trust; with the consent of CarpenterXxxxxxxxx, to commence or xxxxxx xxits defend suits or legal proceedings to protect any interest of the Trust; and, with the consent of CarpenterXxxxxxxxx, to represent thx Xxxxx xn the Trust in all suits or legal proceedings in any court or before any other body or tribunal (subsequent to a Change in Control the consent of Carpenter Xxxxxxxxx is not required xx xxxxxx to pursue the powers granted in this Section); (l) for the purposes of the Trust and if so instructed by the Investment Manager, the Pension Board or a duly authorized officer of the Company, to borrow money from others, to issue its promissory note or notes therefore, and to secure the repayment thereof by pledging any securities or other property in its possession; provided, however, that no such loan or advance shall be made by the Trustee hereunder other than as temporary advances to the Fund, on a cash or overdraft basis, on which no interest is payable and provided further that no insurance contract shall be pledged except to secure a loan to pay premiums thereon; (m) to purchase insurance contracts, and pay premiums with respect thereto; (n) to organize under the laws of any state a corporation or trust for the purpose of acquiring and holding title to any securities or other property which it is authorized to acquire under this Trust Agreement and to exercise with respect thereto any or all of the powers set forth in this Trust Agreement.

Investment Powers of Trustee. Subject ---------------------------- to the direction specific provisions of an Investment Manager, the Pension Board or a duly authorized officer of the Company, or with respect to assets subject to the Trustee's investment, management and controlthis Section 2, the Trustee shall have, with respect to any securities or other property at any time held by it and constituting part of have the Fund, power: (a) to purchase, receive or subscribe for any securities or other property property, and to retain in trust such securities or other property, without being limited to the classes of property in which trustees are authorized to invest by any law or any rule of court of any state and without regard to the proportion any such property may bear to the entire amount of the Trust Fund; (b) to sellretain any securities issued by the Employer and received by the Trustee, exchangeand to invest in securities (including stock or rights to acquire stock) or obligations issued by the Employer; (c) to sell for cash or on credit, redeem to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of any securities or other property at public or private sale for cash, on credit, or for other securities or property, and to grant options for the purchase or exchange thereof without liability on the purchasers to see to the application of the purchase money; (c) to participate in any plan of reorganization, consolidation, merger, combination, liquidation or other similar plan relating to any securities or other property held in the Fund, and to consent to or oppose any such plan or any action thereunder, or any contract, lease, mortgage, purchase, sale or other action by any person or corporationit; (d) to deposit vote in person or by proxy, or to refrain from voting, in respect of any securities held by the Trust Fund, and to give general or special proxies or powers of attorney with or without power of substitution, and to exercise any conversion privileges, subscription rights or other property options; to oppose or consent to reorganizations, recapitalization, consolidations, mergers and similar transactions with any protective, reorganization or similar committeerespect to such securities; and generally to pay and agree to pay part exercise any of the expenses and compensation powers of any such committee and any assessment levied an owner with respect to any securities or other property so depositedheld by the Trust Fund; (e) to exercise conversion and subscription rights pertaining with respect to any securities investment, to consent or other property held in the Fundobject to or otherwise request any action or nonaction; (f) to extend the time of payment of any obligation held in the Fund; (g) to enter into stand-by agreements for future investment, either with or without a stand-by fee; (h) to hold any moneys received by the Trustee in a common trust fund as defined under Section 584 of the Code, now or hereinafter maintained by it as a medium for the collective investment of assets of trusts, or any other comparable fund the Trustee deems advisable; (i) to exercise all voting rights with respect to any investment and to grant proxies, discretionary or otherwise; (j) to collect and receive any and all money, securities or other property due to the Fund and to give full discharge therefor; (k) with the consent of the Company, to settle, compromise or submit to arbitration any claims, debts or damages due or owing to or from the Trust; with the consent of Carpenter, Trust Fund; (g) to commence or xxxxxx xxits defend suits or legal proceedings to protect any interest of the Trust; and, with the consent of Carpenter, and to represent thx Xxxxx xn the Trust Fund in all suits or legal proceedings in any court or before any other body or tribunal and the Trustee shall be indemnified for all reasonable expenses in connection therewith, including, without limitation, reasonable counsel fees; (subsequent h) to a Change temporarily hold uninvested any monies received by it, without liability for interest thereon, until such monies shall be invested, reinvested or disbursed; (i) to register or cause to be registered at the Employer's cost any securities or other property held by it hereunder in Control its name or in the consent name of Carpenter is any nominee with or without indication of the capacity in which the securities shall be held, and to hold any securities in bearer form; (j) to employ suitable agents and legal counsel, who may not required xx xxxxxx be counsel for the powers granted Employer (unless the Executive consents thereto in writing), or the Executive (unless the Employer consents thereto in writing), and, as part of its reimbursable expenses under this SectionTrust Agreement, to pay such agents' and counsels' reasonable compensation and expenses; (k) to appoint one or more individuals or corporations as custodian(s) of any property and, as part of its Employer reimbursable expenses under this Trust Agreement, to pay the reasonable compensation and expenses of any such custodian(s); (l) for the purpose of the Trust Fund, to borrow money in such amounts and upon such terms and conditions as shall be deemed advisable or proper to carry out the purposes of the Trust and if so instructed by the Investment ManagerFund, the Pension Board or a duly authorized officer of the Company, to borrow money from others, to issue its promissory note or notes thereforetherefor, and to secure the repayment thereof by pledging any securities or other property in its possession; provided, however, that no such loan or advance shall be made held by the Trustee hereunder other than as temporary advances to the Fund, on a cash or overdraft basis, on which no interest is payable and provided further that no insurance contract shall be pledged except to secure a loan to pay premiums thereonit; (m) to purchase insurance contractsinvest at The Chase Manhattan Bank in any type of interest bearing investment (including, but not limited to, savings accounts, money market accounts, certificates of deposit and pay premiums with respect thereto;repurchase agreements) and (ii) temporarily in non-interest bearing accounts (including, but not limited to, checking accounts); and (n) generally to organize under do all actions which the laws of any state a corporation Trustee may deem necessary or trust desirable for the purpose of acquiring and holding title to any securities or other property which it is authorized to acquire under this Trust Agreement and to exercise with respect thereto any or all protection of the powers set forth in this Trust AgreementFund.