Shares Held in Trust. The Plan Shares shall be held in trust by the Bank and distributed or transferred in accordance with the Plan, as determined by the Committee and as set forth herein.
Shares Held in Trust. All Shares deposited with the Voting Trustee hereunder shall be held in trust for the Stockholders and their respective heirs, executors, administrators and assigns, and used and applied by the Voting Trustee and his successors in office for the purposes of and in accordance with this Agreement and shall remain subject to the Stockholders Agreement.
Shares Held in Trust. Other than shares of CAC Common Stock (i) held directly or indirectly by CAC, CEC or any of their respective Subsidiaries in trust accounts, managed accounts or otherwise held in fiduciary capacity for the benefit of third parties and (ii) held by CAC, CEC or any of their respective Subsidiaries in respect of a debt previously contracted, all shares of CAC Common Stock held directly or indirectly by CEC, CAC or any of their respective Subsidiaries shall be cancelled and shall cease to exist, and no Merger Consideration shall be delivered in exchange therefor. All shares of CEC Common Stock owned by CAC or any of its Subsidiaries, other than shares held directly or indirectly in trust accounts, managed accounts or otherwise held in fiduciary capacity for the benefit of third parties, shall become treasury stock of CEC.
Shares Held in Trust. The Trustee will accept transfers of shares as follows: (a) Pomega and its shareholders will transfer onto the Trustee such amount of Pomega shares equal to 51% of the issued share capital of Pomega on a fully diluted basis, and (b) mBeach will issue onto the Trustee such amount of newly issued shares of mBeach equal to 21% of mBeach shares of a fully diluted basis following a first investment or tranche, as the case may be. These shares shall be exchanged as provided in the Trust Agreement.
Shares Held in Trust. The Trustee will accept transfers of shares as follows: (a) IRIS and its shareholders will transfer onto the Trustee such amount of IRIS shares equal to 51% of the issued share capital of IRIS on a fully diluted basis, and (b) mBeach will issue onto the Trustee such amount of newly issued shares of mBeach equal to 21% of mBeach shares of a fully diluted basis following a first investment or tranche, as the case may be. These shares shall be exchanged as provided in the Trust Agreement.
Shares Held in Trust. Sellers shall not sell, assign or otherwise transfer the Shares held in the Seller Revocable Trusts out of the Seller Revocable Trusts until the earlier of (a) the sale, assignment and transfer to Buyer and HI of the Shares pursuant to Section 2.2(a) or (b) the termination of this Agreement pursuant to Article 9.
Shares Held in Trust. Any Plan Shares awarded to the Participant shall be held in trust by the Bank in uncertificated form in an account so designated for the Participant in accordance with the Plan, as determined by the Committee and as set forth herein, until all restrictions, hold periods or other forfeitability provisions have terminated.
Shares Held in Trust. All shares of stock of the Public Corporation ----------------------- issued in the name of the Client or his/hers nominee shall be held in trust by JTHL pending payment by the Client of the compensation due JTHL here under.
Shares Held in Trust. In the event any shares owned by a Stockholder shall be transferred to a trust, either by bequest, transfer or other means of conveyance, such Stockholder shall ensure that the provisions of such trust shall create a qualified subchapter S trust, a grantor trust, or an electing small business trust, such that the applicable trust is a permitted shareholder as described in I.R.C. §1361(c)(2). Notwithstanding anything to the contrary contained in this Agreement, no transfer of Shares to a trust shall be registered or effective unless prior thereto: in the case of a qualified subchapter S trust, the beneficiary (or his legal representative) agrees in writing to present to the Corporation, within thirty (30) days after the date of transfer of Shares to the qualified subchapter S trust, a copy of a properly completed election, as described in I.R.C. § 1361(d)(2), filed with respect to the trust and effective not later than the date of the transfer, and actually delivers the copy of the election as agreed; and in the case of an electing small business trust, the trustee agrees in writing to present to the Corporation, within thirty (30) days after the date of transfer of Shares to the electing small business trust, a copy of a properly completed small business trust election filed with respect to the trust and effective not later than the date of the transfer, as described in I.R.C. §1361(e)(3), and actually delivers the copy of the election as agreed.
Shares Held in Trust. If any Subject Securities are held in trust, Stockholder shall be deemed to be the relevant trust and/or the trustee thereof acting in its capacity as such trustee, in each case as the context may require to be most protective of Parent, including for purposes of such trustee’s representations and warranties as to the proper organization of the trust, its power and authority as trustee and the non-contravention of the trust’s governing instruments.
