Paul X. Xxxon hereby resigns as trustee of the Trust, in accordance with the provisions of Section 4 of the Original Agreement, and the Sponsor, as the sole holder of any beneficial interest in the Trust as of the date of this Agreement, hereby accepts the resignation of Paul X. Xxxon and appoints Donaxx X. Xxxxxxx, Xxllxxx X. Xxxxxx XXX and Jamex X. X'Xxxxx xx be the Trustees of the Trust under this Agreement.
Paul X. Xxxxxxxx, xxunsel for Fifth Third, shall have delivered an opinion addressed to Emerald in substantially the form appended hereto as Appendix B.
Paul X. Xxxxxx xx. X.
Paul X. Xxxxxx (Xxme) VP Worldwide Facilities (Title) of CERPROBE CORPORATION, A DELAWARE CORPORATION (hereinafter called SELLER) is the owner of the following described property, to wit: SEE ATTACHED DESCRIPTION
Paul X. Xxxxx -------------------------------------------- Paul X. Xxxxx
Paul X. Xxxx xx an employee of the Corporation and has created the Trust. The Trustee wishes to insure the life of Mr. Xxxx xxx the benefit and protection of Mr. Xxxx'x xxxily. The Corporation will help the Trustee provide this insurance coverage by payment of part of the premiums under a split dollar arrangement, whereby the Trustee will be the owner of a life insurance policy which will be collaterally assigned to the Corporation as security for amounts the Corporation will contribute for the premium payments.
Paul X. Xxxxxxxx, Xx. xxxll cease to have the power, directly or indirectly, to vote or direct the voting of securities having a majority of the ordinary voting power for the election of directors of the general partner of the Borrower; or
Paul X. Xxxxxx (x) shall continue to serve as the President of the Company immediately following the Closing and (b) for so long as he holds such position, shall receive an annual salary commensurate with such position and shall be eligible for annual cash bonuses and other incentive compensation made available by the Buyer to its executives, to the extent his position, salary, performance and other qualifications entitle him to such bonuses and compensation.
Paul X. Xxxna shall have executed and delivered to the Seller the Pledge Agreement in the form attached hereto as EXHIBIT D and the Consulting Agreement in the form attached hereto as EXHIBIT E;
Paul X. Xxxxxxx xxx Stevx Xxxxxxxx xxxll have purchased from STH any and all "key man" insurance policies owned by STH.
