Organization of Trust Sample Clauses

Organization of Trust. 28 SECTION 5. COVENANTS OF THE COMPANY PARTIES............................................................ 29 5.1 Making of Covenants and Agreements............................................................. 29 5.2 Confidential Information; Non-Solicitation; Unfair Competition................................. 29
Sample 1
AutoNDA by SimpleDocs
Organization of Trust. On June 4, 2009, the Predecessor’s stockholders approved a plan of complete liquidation and dissolution of the Predecessor (the “Plan”) including creation of the Trust pursuant to Section 275 of the DGCL. Pursuant to the Plan, the Predecessor filed Articles of Dissolution, effective as of June 12, 2009, with the Delaware Secretary of State. The Plan provides, among other things, that the Board will cause the Predecessor to dispose of all of the assets of the Predecessor wind up its affairs, pay or adequately provide for the payment of all of its liabilities and distribute to or for the benefit of its stockholders all of the Predecessor’s assets, including interests in any liquidating trust established in connection with the complete liquidation of the Predecessor. The Trust is a “successor entity,” as defined in Section 280(e) of the DGCL, ofthe Predecessor.
Sample 1
Organization of Trust. The Trust is duly organized and validly existing and Shamrock PTC, LLC is the sole trustee of the Trust.
Sample 1
Organization of Trust. The Trust is duly organized and validly existing and Xxxxxxxxxx is the sole trustee of the Trust.
Sample 1
Organization of Trust. The Xxxxxxx and Xxxxxxx Xxxxxxxx Family Trust was established on February 28, 1994 under the laws of the State of California by Xxxxxxx X. Xxxxxxxx and Xxxxxxx X. Xxxxxxxx, as Settlors and Trustees (as Trustees, hereinafter referred to as the "Trustees"), is currently, and since February 28, 1994 has continuously been, in full force and effect and has not been revoked, modified or amended. Each of the Trustees, acting singly or together, has full right, authority, power and capacity to sell the Company Shares pursuant to the terms of this Agreement.
Sample 1
Organization of Trust. Xxxxxxx-Xxxxx has the full power and authority to enter into and carry out this Agreement and the transactions contemplated by this Agreement. This Agreement and each of the other documents described in this Agreement have been duly authorized by Xxxxxxx-Xxxxx, which executed and delivered to Buyer, will constitute legal, valid, and binding obligations enforceable against Xxxxxxx-Xxxxx in accordance with the terms of such documents subject to applicable laws relating to or affecting the rights of creditors generally and subject to enforceability under general equity principles.
Sample 1
Organization of Trust 
Sample 1Sample 2Sample 3See All (115)
AutoNDA by SimpleDocs

Related to Organization of Trust

  • VALUATION OF TRUST The Trustee must value the Trust Fund as of each Accounting Date to determine the fair market value of each Participant's Accrued Benefit in the Trust. The Trustee also must value the Trust Fund on such other valuation dates as directed in writing by the Advisory Committee or as required by the Employer's Adoption Agreement.

  • Declaration of Trust The Owner Trustee hereby declares that it will hold the Owner Trust Estate in trust upon and subject to the conditions set forth herein for the use and benefit of the Certificateholders, subject to the obligations of the Trust under the Basic Documents. It is the intention of the parties hereto that the Trust constitute a statutory trust under the Statutory Trust Act and that this Agreement constitute the governing instrument of such statutory trust. The Trust is not intended to be a business trust within the meaning of Section 101(9)(A)(v) of the Bankruptcy Code. It is also the intention of the parties hereto that, solely for Federal, state and local income and franchise tax purposes, on and after the Closing Date, (a) so long as the Trust has only one Certificateholder, the Trust shall be disregarded as a separate entity and (b) at such time as the Trust has more than one Certificateholder, the Trust will be treated as a partnership, with the assets of the partnership being the Receivables and other assets held by the Trust, the partners of the partnership being the Certificateholders, and the Notes being non-recourse debt of the partnership. The Depositor (and any future Certificateholder by the purchase of the Trust Certificate will be deemed to have agreed) and the Owner Trustee agree to take no action inconsistent with such tax treatment. The Trust shall not elect to be treated as an association under Treasury Regulations Section 301.7701-3(a). The parties agree that, unless otherwise required by appropriate tax authorities, the sole Certificateholder or the Trust, as applicable, will file or cause to be filed annual or other necessary returns, reports and other forms consistent with the foregoing characterization of the Trust for such tax purposes. Effective as of the date hereof, the Owner Trustee, shall have all rights, powers and duties set forth herein and, to the extent not inconsistent herewith, in the Statutory Trust Act with respect to accomplishing the purposes of the Trust. Any action taken on behalf of the Trust prior to the date hereof with respect to the filing of financing statements, the Certificate of Trust, a qualification to do business in the State of Alabama or any other similar qualification or license in any other state or jurisdiction, if applicable, is hereby ratified.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!