Common use of Termination of the Trust and Reversion of Trust Assets Clause in Contracts

Termination of the Trust and Reversion of Trust Assets. (A) The Trust shall terminate upon the first to occur of: (1) the payment of all amounts due the Beneficiaries under each of the Plans and all employment taxes resulting from such payment; (2) the twenty-first (21) anniversary of the death of the last survivor of the Beneficiaries who are in being on the date of the execution of this Trust Agreement; or (3) the date on which Beneficiaries are no longer entitled to benefits pursuant to the terms of the Plans. (B) Upon termination of the Trust, any and all assets remaining in the Trust, after the payment to the Beneficiaries of all amounts to which they are entitled and after payment of the expenses, compensation and employment taxes of this Trust Agreement, shall revert to the Grantor and the Trustee shall promptly take such action as shall be necessary to transfer any such assets to the Grantor. Notwithstanding the above, the Grantor shall be obligated to take whatever steps are necessary to ensure that the Trust is not terminated for a period of five (5) years following a Change in Control as of the date of the execution of this Trust Agreement, such steps to include, but not be limited to, the transfer to the Trustee of cash or other assets pursuant to the provisions of subparagraph (A) of paragraph EIGHT hereof. (C) Except as provided in this paragraph TEN and paragraph FOURTEEN, once the Trust has become irrevocable, the Grantor shall have no right or power to direct the Trustee to return to the Grantor or to divert to others any of the Trust assets before all payments of benefits have been made to Beneficiaries pursuant to the terms of the Plans. (D) Notwithstanding anything herein to the contrary, upon written approval of Beneficiaries entitled to payment of benefits pursuant to the terms of the Plans, the Grantor may terminate the Trust prior to the time described in subparagraph (A) of this paragraph TEN. All assets in the Trust at termination shall be returned to the Grantor. (E) The obligations of the Grantor shall survive the termination of this Trust Agreement, so long as such obligations shall have arisen out of or in connection with events or circumstances occurring during the term thereof. (F) Distribution may be withheld by the Trustee if the amount or type of trust assets prevents adequate payment of employment taxes under paragraph NINE of this agreement, or adequate Trustee compensation and indemnification under paragraphs TWELVE and THIRTEEN of this agreement.