Share Trust Sample Clauses

Share Trust. The Purchaser shall not repurchase, redeem or otherwise acquire any of the Purchaser Common Stock if such action would cause any of the Purchaser Common Stock Consideration or the Purchaser Preferred Stock Consideration, or any shares of the Purchaser Common Stock issued to the Funds upon the conversion thereof, to be transferred pursuant to the Purchaser's Amended Articles of Incorporation to the Share Trust (as such term is defined in Section 2(a) of such Articles of Incorporation); provided that for purposes of determining whether such a repurchase, redemption or acquisition of Purchaser Common Stock would cause such a transfer to the Share Trust, it shall be assumed that: (i) each constituent partner of the Funds owns (independent of such partner's ownership in the Fund) no more Purchaser Common Stock than such partner owned on the Closing Date, and (ii) each such constituent partner's percentage ownership interest in the Funds is the lesser of (A) such partner's actual ownership percentage at the time of the repurchase, redemption or acquisition, or (B) such partner's ownership percentage as delivered to the Purchaser prior to the date hereof. If there is a reasonable question on the part of the Funds as to whether an intended repurchase, redemption or other acquisition by the Purchaser of the Purchaser Common Stock will cause such a transfer to the Share Trust, upon receipt by the Funds and approval by the Funds' counsel of an opinion to the Purchaser from counsel to the Purchaser in form and substance reasonably satisfactory to the Funds to the effect that the intended acquisition will not cause such a transfer to the Share Trust, the Company will be permitted to effect such repurchase, redemption or other acquisition, provided, that the Purchaser will remain liable for any breach of the first sentence of this Section 4.19 with respect to such transaction. The Funds shall provide the Purchaser and its counsel such written representations of and undertakings on the part of the Funds addressing such matters as shall be reasonably required by such counsel in connection with the preparation of such opinion.
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Share Trust. (i) On or before the Closing Date, the Share Trust shall issue a certificate of beneficial interest in the Share Trust to Willxxxx xxxsuant to the Share Trust Agreement evidencing Willxxxx xx the sole beneficial owner of the Share Trust. (ii) On or before the Closing Date, the Share Trust shall receive (x) $28,000 in cash and (y) the Willxxxx Xxxferred Stock from Willxxxx (xx exchange for its payment to Willxxxx xx $14,000), in each case, as further consideration for the issuance of the sole beneficial ownership interest in the Share Trust to Willxxxx. (iii) On the Closing Date, the Share Trust shall enter into the Share Trust Agreement, the Share Trust Security Agreement, the Willxxxx Xxxment Direction Letter, the Remarketing and Support Agreement and each other Transaction Document to which it is a party and that has not previously been entered into by it.
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Share Trust. 6 SHARES..................................................................2
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Share Trust. 48 SECTION 4.20 Earnings and Profits Distribution........................ 48 SECTION 4.21 GMX...................................................... 50 SECTION 4.22 Non-Core Assets.......................................... 50 ARTICLE V
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Share Trust. Any shares of Equity Stock or Securities transferred to a Share Trust and designated Shares-in-Trust pursuant to Section 16.01(c) shall be held for the exclusive benefit of the Charitable Beneficiary. The Corporation shall name a Charitable Beneficiary and Share Trustee of each Share Trust within five (5) days after discovery of the existence thereof. Any transfer to a Share Trust, and subsequent designation of shares of Equity Stock or Securities as Shares-in-Trust, pursuant to Section 16.01(c) shall be effective as of the close of business on the business day prior to the date of the Transfer or Non-Transfer Event that results in the transfer to the Share Trust. Shares-in-Trust shall remain issued and outstanding shares of Equity Stock of the Corporation and issued and outstanding Securities, as the case may be, and shall be entitled to the same rights and privileges on identical terms and conditions as are all other issued and outstanding shares of Equity Stock or Securities of the same class and series. When transferred to the Permitted Transferee in accordance with the provisions of Section 16.02(c) hereof, such Shares-in-Trust shall cease to be designated as Shares-in-Trust.
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Share Trust. (i) On the Closing Date, the Share Trust shall issue a certificate of beneficial interest in the Share Trust to El Paso pursuant to the Share Trust Agreement against payment therefor of $4,000 by El Paso. (ii) On the Closing Date, the Share Trust shall purchase the El Paso Preferred Stock and pay El Paso $2,000 and other good and valuable consideration described in the Share Trust Agreement and the Transaction Documents as full consideration therefor. (iii) On the Closing Date, the Share Trust shall enter into the Share Trust Agreement, the Remarketing Agreement and each other Transaction Document to which it is a party.
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Share Trust. (i) The Share Trust shall purchase Enron Debt Securities or other Permitted Investments with the New Overfunding Amount. (ii) The Share Trust shall enter into the Share Trust Agreement, Amendment No. 1 to the Remarketing Agreement and Amendment No. 1 to the Share Settlement Agreement.
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Related to Share Trust

  • Delaware Trust Assets Purchaser The Delaware Trust Assets Purchaser shall be the Servicer engaged to perform and discharge the Serviced Duties in respect of each Appointment of Xxxxx Trust Company that continues to be treated as a Restricted Appointment.

  • Delaware Trustee The name and business address of the trustee of the Trust in the State of Delaware is Wilmington Trust Company, Xxxxxx Square North, 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000.

  • Anti-Trust The MA Dual SNP hereby certifies to HHSC that neither the MA Dual SNP, nor the person represented by the MA Dual SNP, nor any person acting for the represented person, has been found by a judgment of a court of law to have violated the anti-trust laws codified by Chapter 15, Texas Business and Commerce Code, or the federal anti-trust laws.

  • DEUTSCHE TRUSTEE COMPANY LIMITED, as trustee (the “Trustee”);

  • The Trust World Omni acknowledges and agrees that (a) WOAR will, pursuant to the Sale and Servicing Agreement, sell the Receivables to the Trust and assign its rights under this Agreement to the Trust and (b) the Trust will, pursuant to the Indenture, grant the Receivables and its rights under this Agreement and the Sale and Servicing Agreement to the Indenture Trustee on behalf of the Noteholders. World Omni hereby consents to all such sales and assignments and agrees that the Trust or, if pursuant to the Indenture, the Indenture Trustee, may exercise the rights of WOAR and enforce the obligations of World Omni hereunder directly and without the consent of WOAR.

  • REMIC Administrator: Residential Funding Corporation If Residential Funding Corporation is found by a court of competent jurisdiction to no longer be able to fulfill its obligations as REMIC Administrator under this Agreement the Master Servicer or Trustee acting as Master Servicer shall appoint a successor REMIC Administrator, subject to assumption of the REMIC Administrator obligations under this Agreement.

  • Duties of Delaware Trustee (a) The Delaware Trustee is appointed to serve as the trustee of the Trust in the State of Delaware for the sole purpose of satisfying the requirement of Section 3807(a) of the Statutory Trust Statute that the Trust have at least one trustee with a principal place of business in Delaware. It is understood and agreed by the parties hereto that the Delaware Trustee shall have none of the duties or liabilities of the Trustee. (b) The duties of the Delaware Trustee shall be limited to (i) accepting legal process served on the Trust in the State of Delaware, (ii) the execution of any certificates with respect to the Trust required to be filed with the Secretary of State which the Delaware Trustee is required to execute under Section 3811 of the Statutory Trust Statute and (iii) such other duties as are set forth in this Article VIII. To the extent that, at law or in equity, the Delaware Trustee has duties (including fiduciary duties) and liabilities relating thereto to the Trust or the Holders of the REMIC I Regular Interests or the Certificates, it is hereby understood and agreed by the parties hereto that such duties and liabilities are replaced by the duties and liabilities of the Delaware Trustee expressly set forth in this Agreement.

  • The Owner Trustee It is expressly understood and agreed by the parties hereto that (i) this Agreement is executed and delivered by Wilmington Trust, National Association on behalf of the Trust not individually or personally but solely as owner trustee of the Trust under the Trust Agreement of the Trust dated the date hereof in the exercise of the powers and authority conferred upon and vested in Wilmington Trust, National Association as owner trustee of the Trust under such Trust Agreement, (ii) each of the representations, undertakings and agreements herein made on the part of the Trust is made and intended not as the personal representation, undertaking or agreement of Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Trust and (iii) nothing herein contained shall be construed as creating any liability on the part of Wilmington Trust, National Association, individually or personally, to perform any covenant or obligation of the Trust, either expressed or implied, contained herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto.

  • Owner Trustee This Agreement has been signed on behalf of the Grantor by U.S. Bank Trust National Association, not in its individual capacity, but solely in its capacity as Owner Trustee of the Grantor. In no event will U.S. Bank Trust National Association in its individual capacity or a beneficial owner of the Grantor be liable for the Grantor’s obligations under this Agreement. For all purposes under this Agreement, the Owner Trustee is subject to, and entitled to the benefits of, the Trust Agreement.

  • No Legal Title to Owner Trust Estate in Certificateholder The Certificateholder shall not have legal title to any part of the Owner Trust Estate. The Certificateholder shall be entitled to receive distributions in accordance with Article VIII. No transfer, by operation of law or otherwise, of any right, title or interest of the Certificateholder to and in its ownership interest in the Owner Trust Estate shall operate to terminate this Agreement or the trust hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Owner Trust Estate.

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