PAYMENTS FROM THE TRUST. (a) Upon the effective date of this Agreement, the Corporation shall furnish the Trustee with written information regarding the Participants and their beneficiaries under the Plans and the dates of distribution and amounts of benefits under the Plans and shall update such information on a regular basis. The entitlement of a Participant or beneficiary of the Plans to benefits under the Plans shall be determined by the Corporation or such party as it shall designate under the Plan, and any claim for such benefits shall be considered and reviewed under the procedures set out in the Plans.
(b) The Corporation shall have the duty to notify the Trustee if a Change of Control occurs. If the Corporation fails to provide such notice and the Trustee has a reasonable basis for believing that a Change of Control has occurred, then the Trustee shall be authorized to act under this section as if the Corporation had provided such notice. After a Change of Control, the Corporation shall: (i) within 30 days furnish to the Trustee the information described in (a) above with respect to the Benefit Commitments which are then payable under the Plans; (ii) update such information with respect to all Plans not less frequently than annually; (iii) furnish the Trustee with any other information the Trustee may reasonably request within 30 days after such request; and (iv) within 30 days following the Change of Control, appoint an Independent Administrator which shall assume responsibility for the administration of the Plans and provide such information and assistance as may be necessary or appropriate to assist the Independent Administrator to carry out its duties in connection with the Plans.
(c) Before a Change of Control, the Trustee shall make payments from the Trust Fund to Participants and their beneficiaries under the Plans if so directed by the Corporation. The Corporation shall deliver to the Trustee a schedule (a “Payment Schedule”) that indicates the amounts payable in respect of each Participant and beneficiary of the Plans, that provides a formula or other instructions acceptable to the Trustee for determining the amounts so payable, the form in which such amount is to be paid (as provided for or available under the Plans), and the time of commencement for payment of such amounts. Except as otherwise provided herein, the Trustee shall make payments to participants and beneficiaries of the Plans in accordance with the Payment Schedule. The Corporation may withdraw fund...
PAYMENTS FROM THE TRUST. (a) Prior to a Change of Control, distributions from the Trust shall be made by the Trustee to the insurance company identified in or pursuant to Section 2(e) below (the “Insurance Company”) at the direction of the Company.
(b) As insurance premiums become due with respect to the life insurance policies (each a “Policy”) purchased pursuant to the Split Dollar Plan on the lives of the Participants, the Company shall – (i) pay such insurance premiums directly to the Insurance Company, (ii) transfer to the Trustee within thirty (30) days prior to the premium due date funds sufficient to allow the Trustee to pay to the Insurance Company such insurance premiums, or (iii) direct the Trustee to pay directly to the Insurance Company such insurance premiums from the Fund.
(1) After a Potential Change of Control and before a Change of Control, the Company shall deliver to the Trustee a schedule of insurance premiums due under the Split Dollar Plan. Such schedule shall accurately reflect the premiums due on each Participants’ Policy, in accordance with the funding schedule that is then in effect for such Participant. Subsequent to a Change of Control, the Trustee shall pay insurance premiums due in accordance with such schedule. If the Company has not transferred the required amounts at least thirty (30) days prior to each due date, the Trustee shall make such payments from the assets of the Fund. If the principal of the Trust, and any earnings thereon, are not sufficient to make payments of insurance premiums in accordance with the terms of such schedule, the Company shall make the balance of each such payment as it falls due in accordance with such Schedule. The Trustee shall notify the Company in the event that principal and earnings are not sufficient to make any premium payment. Nothing in this Trust Agreement shall relieve the Company of its liabilities to pay benefits due under the Split Dollar Plan except to the extent such liabilities are met by application of assets of the Trust.
(2) After a Potential Change of Control and before a Change of Control, the Company shall deliver to the Trustee a schedule of amounts due under the Special SERP to fully fund Participant Interests under the Special SERP. If the Company has not transferred the required amounts at least thirty (30) days prior to each due date, the Trustee shall notify the Company. Nothing in this Trust Agreement shall relieve the Company of its liabilities to pay benefits due under the Special SERP ...
PAYMENTS FROM THE TRUST. Payments from the Trust shall be made only for the following purposes:
(a) To provide for the following, in accordance with the ProComp Agreement:
(i) The payment of expenses of administering the ProComp System, as described in Article VII, including the costs related to the long-term financial model as described in section 7.1(a), subject to the following:
(1) No more than 5% of the Trust's annual mill levy may be spent per year on the costs of administration of the ProComp System, excluding from this 5% limit the costs for operating or maintaining the long-term financial model of the ProComp System.
(2) The Transition Team will approve the expenditures described in section 3.3(a)(i)(1) annually, subject to the Trustees' authority to deny approval of such expenditures as described in section 7.1(l).
(ii) The payment of all reasonable and necessary expenses of collecting the contributions and operating, administering, controlling and managing the Trust
(iii) The payment of expenses incurred by the Trustees in connection with attending and participating in educational conferences, seminars and similar meetings.
(iv) The employment of such administrative, legal, expert and clerical assistance as may be reasonably necessary.
(v) The purchase or leasing of such materials, supplies and equipment as the Trustees, in their discretion, find necessary or appropriate to the performance of their duties.
(b) To pay to the District amounts the District owes to Teachers in accordance with the terms, provisions and conditions of the ProComp Agreement and this Trust. The Trust shall pay such an amount to the District on the District's monthly payroll date as specified in the District payroll calendar or on a later date when Trust assets are available for payment. If the District receives an excess payment from the Trust, the District shall repay the excess to the Trust with interest at the Trust's earnings assumption as soon as feasible after the excess is discovered.
PAYMENTS FROM THE TRUST. (a) The obligation of the Trustee is to pay (as herein provided) to any Indemnitee out of the Trust Fund, to the extent funds are available therein, any amounts to which the Indemnitee is legally and properly entitled under any General Indemnity Obligation and which amounts are not paid to the Indemnitee by the adverse party, the Company, SMHK, or an insurer under a Policy. To be paid, an Indemnitee must make a claim for payment from the Trust only by delivering to the Trustee:
(i) a demand certifying that the Indemnitee has incurred expenses which are indemnifiable by the Company under his or her Indemnification Agreement or under any other General Indemnity Obligation (which certification is accompanied by (x) evidence of payment of such expenses or obligation to pay, and (y) documentation regarding such person's status as an Indemnitee and a brief explanation supporting why Indemnitee asserts such expenses are covered by a General Indemnity Obligation);
(ii) a written notice describing in reasonable detail the nature of the claim for which a right to receive payments hereunder is asserted, the identity of the persons who have made or threatened the claim, and the identity of any legal counsel retained by the Indemnitee to defend the claim;
(iii) copies of all papers served on the Indemnitee in connection with the claim;
(iv) a written undertaking to promptly repay to the Trust any amounts paid or applied to or for the use of such Indemnitee pursuant to this Section in the event a determination is made by a court of competent jurisdiction (which such determination is not subject to further appeal) that under applicable law payments to such Indemnitee are not lawful and proper in the circumstances, or in the event and to the extent that such Indemnitee receives payment (whether in full or in part) for the same items from the adverse party, the Company, SMHK or an insurer under a Policy;
(v) a certificate executed by the Indemnitee stating that a request for indemnity to the Company or an applicable insurer under a Policy has remained unsatisfied for thirty (30) days; and
(vi) a certificate executed by the Indemnitee stating that he or she is an "Indemnitee" as defined under Section 1.5 hereof, that his or her claim is lawful and proper, that his or her claim is due, owing, and unpaid under the Indemnification Agreement or any other General Indemnity Obligation, and that his or her claim has not been paid or reimbursed by the adverse party, the Company, SM...
PAYMENTS FROM THE TRUST. 3.1 Payments shall be made from the Trust by the Trustee to such persons in such manner, at such times and in such amounts as the Board shall direct. The Trustee shall be fully protected in making, discontinuing, or stopping payments from the Trust in accordance with the directions of the Board. The Trustee shall have no responsibility to see to the application of payments so made or to ascertain whether the directions of the Board comply with the Plan. When the Board directs that any payment is to be made only during or until the time a certain condition exists regarding the payee, any payment made by the Trustee in good faith, without actual notice or knowledge of the changed status or condition of the payee, shall be considered to have been properly made by the Trustee and made in accordance with the direction of the Board.
3.2 The Trustee shall be reimbursed for its expenses, if any, that are reasonable and necessary for the administration of the Plan and the Trust. The Trustee shall be paid such reasonable compensation for its services as shall be agreed upon from time to time by the Board and the Trustee. Such expenses and compensation shall be paid from the Trust.
3.3 The Trustee is authorized, to the extent required under applicable law, to withhold from distributions to any payee such sum as the Trustee may reasonably estimate as necessary to cover federal and state taxes for which the Trustee may be liable, which are, or may be, assessed with regard to the amount distributable to such payee. Upon discharge or settlement of such tax liability the Trustee shall pay the balance of such sum, if any, to such payee or to his estate. Prior to making any payment or distribution hereunder, the Trustee may require such releases or other documents from any lawful taxing authority and may require such indemnity from any payee or distributee as the Trustee shall reasonably deem necessary for its protection.
3.4 The fees payable for actuarial, consulting, legal, accounting or other necessary and proper services relating to the administration of the Plan and Trust, as provided for therein, including fees for the Trustee, shall be payable out of the Trust, and until so paid shall constitute a first and prior charge and lien against the Trust.
PAYMENTS FROM THE TRUST. 5 Section 2.1 Payments From the Trust.....................................5 Section 2.2 Persons to Receive Payment..................................7 Section 2.3 Trust Fund, Assignments.....................................7
PAYMENTS FROM THE TRUST. 5.1 The Company shall, from time to time, furnish the Trustee with such written information regarding the Participants and beneficiaries under the Transferred Plans and the amount and/or method of determination of benefits under the Transferred Plans (hereinafter referred to as "Participant Data") as the Company deems relevant or as the Trustee shall request in writing. The Company shall, after a Change in Control, furnish the Trustee with such Participant Data and other information as the Trustee may from time to time request within thirty (30) days of such request. The Company shall, from time to time, but not less frequently than annually, update Participant Data with respect to all Transferred Plans. After a Change in Control and notwithstanding anything contained in this Agreement to the contrary, the Trustee shall, without direction from the Company make payments to Participants and beneficiaries in such manner and in such amounts as the Trustee shall determine they are entitled to be paid under the Transferred Plans based on the most recent
PAYMENTS FROM THE TRUST. FUND 7.1 Payments Generally
PAYMENTS FROM THE TRUST. Payments from the Trust shall be made by the Trustee to such persons, in such manner, at such times, and in such amounts as the Committee shall specify in written instructions to the Trustee. The Committee shall have the sole authority to direct the Trustee to make payments from the Trust. The Committee shall act in its good faith discretion pursuant to its powers and duties set forth in the Plan. The Trustee shall have no obligation to inquire whether any payee or distributee is entitled to any payment, whether the distribution is proper or within the terms of the Plan, or as to the manner of making any payment or distribution. Subject to Section 6.2, the Trustee may make distributions under the Plan in cash or Stock, or partly in each, at its fair market value as determined by the Trustee. If any check in payment of a benefit under the Plan which had been mailed by regular U.S. mail to the last address of the payee as furnished to the Trustee by the Committee is returned unclaimed, the Trustee shall so notify the Committee and shall discontinue further payments to such payee until it receives further instructions from the Committee.
PAYMENTS FROM THE TRUST. Payments from the Trust shall be made only for the following purposes:
(a) To provide for the following, in accordance with the ProComp Agreement:
(i) the payment of all reasonable and necessary expenses of collecting the contributions and operating, administering, controlling and managing the Trust;
(ii) the payment of expenses incurred by the Trustees in connection with attending and participating in educational conferences, seminars and similar meetings;
(iii) the employment of such administrative, legal, expert and clerical assistance as may be reasonably necessary;
(iv) the purchase or leasing of such materials, supplies and equipment as the Trustees, in their discretion, find necessary or appropriate to the performance of their duties.
(b) To pay to the District amounts the District owes to Teachers in accordance with the terms, provisions and conditions of the ProComp System. The Trust shall pay such an amount to the District on the District's monthly payroll date as specified in the District payroll calendar. If the District receives an excess payment from the Trust, the District shall repay the excess to the Trust with interest at the Trust's earnings assumption as soon as feasible after the excess is discovered.
