Trust Preferred Securities Sample Clauses

Trust Preferred Securities. The Company has performed, or has caused each Company Trust to perform, all of the obligations required to be performed by it and is not in default under the terms of the Company Trust Debentures or the Company Trust Preferred Securities or any agreements related thereto.

Trust Preferred Securities. There is hereby designated as one class of preferred securities the Trust Preferred Securities (the “Trust Preferred Securities”). The Trust Preferred Securities shall be issued in minimum denomination of a liquidation preference amount of U.S.$25 per Trust Preferred Security (the “Liquidation Preference Amount”) or greater integral multiples thereof. The Trust Preferred Securities shall be issued with an aggregate Liquidation Preference Amount of U.S.$1,265,000,000. The Global Trust Preferred Certificates evidencing the Trust Preferred Securities shall be substantially in the form of Exhibit A-1 to this Agreement, with such changes and additions thereto or deletions therefrom or in any other manner as is reasonably acceptable to the Regular Trustees (as evidenced by their execution thereof), and may have such letters, numbers or other marks of identification or designation and such legends and endorsements as the Regular Trustee may deem appropriate, or as may be required by ordinary usage, custom or practice or as may be requested to comply with any law or to conform to the rules of any stock exchange on which the Trust Preferred Securities are listed.

Trust Preferred Securities. On and effective as of the Effective Date, and pursuant to the 363 Sale and Settlement, (a) JPMC or its designee shall be deemed to be the sole legal, equitable, and beneficial owner of the Trust Preferred Securities for all purposes, (b) the WMI Entities and the FDIC Parties shall be deemed to have sold, transferred, and assigned any and all right, title and interest the WMI Entities may have or may ever have had in the Trust Preferred Securities, free and clear of any Claims, liens, interests and encumbrances of any Person, other than the Claims, interests, liens and encumbrances of JPMC, if any, (c) any obligation of WMI to transfer the Trust Preferred Securities to WMB, including in accordance with that certain Assignment Agreement, effective as of September 25, 2008, between WMI and WMB, shall be deemed to have been fully satisfied by the contribution to WMB of the Trust Preferred Securities as of September 25, 2008 and thereafter sold and transferred to JPMC in accordance with the Purchase and Assumption Agreement, (d) WMI and the FDIC Parties consent to the sale and transfer of such obligations to JPMC and the Trust Preferred Securities shall be deemed to have been transferred by WMI to JPMC in satisfaction of such obligation as of September 26, 2008, (e) with respect to matters related to the Trust Preferred Securities, all persons and entities shall be authorized and directed to take instructions solely from JPMC or its designee with respect to those items as to which the owner is entitled to give instructions, (f) any and all persons and entities shall be authorized and directed to take necessary, proper or advisable actions and all other actions reasonably requested or instructed by JPMC to record, reflect, transfer, vest, assign, convey, and maintain, as necessary, that a transfer of the Trust Preferred Securities was made to WMI (and subsequently by WMI to JPMC) and that JPMC is the sole legal, equitable, and beneficial owner of the Trust Preferred Securities as transferee of WMI, including, without limitation, by: (i) causing the applicable trustees, registrars, paying agents, depositary, and transfer agents to amend their records (including the securities registers of each Issuing Trust) to reflect a transfer of the Trust Preferred Securities to WMI and then to WMB, and to reflect JPMC as the sole legal, equitable, and beneficial owner of the Trust Preferred Securities; (ii) causing the trustees and boards of directors of the Issuing Trusts ...

Trust Preferred Securities. On the initial Closing Date, an Administrative Trustee, on behalf of the Trust, shall execute and deliver to the underwriters named in the underwriting agreement relating to such Trust Preferred Securities, a Trust Preferred Securities Certificate or Certificates, registered in the name of the initial Depositary or its nominee, in an initial aggregate amount of 15,400,000 Trust Preferred Securities. Pursuant to the procedures established in an Officer’s Certificate, the Trust may subsequently issue from time to time Tranches of Trust Preferred Securities. The Trust Preferred Securities issued on the initial Closing Date shall have an aggregate Liquidation Amount with respect to the assets of the Trust of Three Hundred Eighty-Five Million dollars ($385,000,000) with respect to the initial closing of the sale of Trust Preferred Securities. The Trust Preferred Securities and any subsequent Tranches thereof are hereby designated for identification purposes only as “Virginia Power Capital Trust II 7.375% Trust Preferred Securities” (the “Trust Preferred Securities”). The Trust Preferred Security Certificates evidencing the Trust Preferred Securities shall be substantially in the form of Exhibit A to this Trust Agreement, with such changes and additions thereto or deletions therefrom as may be required by ordinary usage, custom or practice or to conform to the rules of any stock exchange on which the Trust Preferred Securities are listed or quoted.

Trust Preferred Securities. Preferred securities of the Trust, with an aggregate liquidation amount with respect to the assets of the Trust of up to _______________ Dollars ($________________) and a liquidation amount with respect to the assets of the Trust of $___ per security, are hereby designated for the purposes of identification only as "___% Trust Preferred Securities" (the "Trust Preferred Securities"). The Trust Preferred Security Certificates evidencing the Trust Preferred Securities shall be substantially in the form of Exhibit A-1 to the Agreement, with such changes and additions thereto or deletions therefrom as may be required by applicable law or the rules of any stock exchange on which the Trust Preferred Securities are listed or to conform to ordinary usage, custom or practice.

Trust Preferred Securities. Upon the Effective Time, GABC shall assume the due and punctual performance and observance of the covenants and conditions to be performed by Citizens First under the Indenture dated as of October 16, 2006 (the "Indenture") between Citizens First and Wilmington Trust Company, as trustee, relating to the capital securities issued thereunder (the "Capital Securities") and the due and punctual payments of the principal of and premium, if any, and interest on the Capital Securities, as required by Article III of the Indenture. In connection therewith, GABC shall execute and deliver any supplemental indentures, and the parties hereto shall provide any opinion of counsel to the trustee thereof, required to make such assumptions effective. ARTICLE VI

Trust Preferred Securities. The provisions of Article 6 of the Trust Agreement concerning meetings of the Holders shall apply to the giving of such approval.

Trust Preferred Securities. Upon the Effective Time, SVB Financial or a Subsidiary of SVB Financial shall assume the due and punctual performance and observance of the covenants and conditions to be performed by Boston Private under the (i) Indenture, between Boston Private and SunTrust Bank, as debenture trustee, dated October 12, 2004 and (ii) Indenture, between Boston Private and Wilmington Trust Company, as debenture trustee, dated September 27, 2005 (the “Trust Preferred Securities”), and the due and punctual payments of the principal of and premium, if any, and interest on the Trust Preferred Securities. In connection therewith, Boston Private, SVB Financial or any applicable Subsidiary shall execute and deliver any supplemental indentures, and the parties hereto shall use reasonable best efforts to provide any opinion of counsel to the trustee thereof, required to make such assumptions effective.

Trust Preferred Securities. (a) Cadence has issued and presently outstanding $30,928,000 of Floating Junior Subordinated Debentures due 2033 issued by NBC Capital Corporation (MS) Statutory Trust I (“Trust I”) pursuant to an Indenture dated as of December 30, 2003 between Cadence and U.S. Bank National Association, as Trustee (the “Trustee”). Trust I has issued and outstanding $30,000,000 in aggregate principal amount of trust preferred securities pursuant to the terms of the Amended and Restated Declaration of Trust dated as of December 30, 2003 among Cadence, the Trustee, and the administrators named therein (the “Trust Preferred Securities”). The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not violate, conflict with, result in a breach of any provision of or constitute a default (or an event which, with or without notice or lapse of time, would constitute a default under any of the agreements relating to the Trust Preferred Securities), and at the Effective Time Trustmark will have all of the rights presently held by Cadence under such agreements as Cadence’s successor in interest. Cadence has deferred interest payments on the Floating Junior Subordinated Debentures due 2033 as of September 2010. (b) All representations and warranties made by Cadence in the documents related to the issuance of the Trust Preferred Securities were true in all material respects when made. Disclosure Schedule 2.21(b) sets forth the commencement and termination dates (if any) of any Extended Interest Payment Period election and any amounts owed as of the date of this Agreement arising from such elections.

Trust Preferred Securities. Legacy has one special purpose trust subsidiary, Legacy Capital Trust III (“Legacy Trust III”). With respect to Legacy Trust III: (A) It has issued and sold preferred securities (the “Legacy Trust III Preferred Securities”) and common securities (the “Legacy Trust III Common Securities”) under an Amended and Restated Declaration of Trust (the “Legacy III Trust Agreement”) and Legacy has issued to Legacy Trust III Floating Rate Junior Subordinated Debentures (the “Debentures”), under an Indenture (Legacy Trust III’s Indenture and the Legacy III Trust Agreement are collectively referred to as the “Operative Documents”). Confidential Schedule 3.39 sets forth, with respect to Legacy Trust III, the: (i) dates of the respective Operative Documents; (ii) aggregate liquidation value of the Legacy Trust III Preferred Securities and Legacy Trust III Common Securities (together, the “Trust Securities”); (iii) aggregate amount of Debentures that have been issued to Legacy Trust III by Legacy; (iv) the rate paid on the Trust Securities and the Debentures (collectively, the “Securities”); (v) the dates after which Legacy may redeem the Debentures at par; and (vi) the maturity date of the Debentures. (B) It has been duly created and is validly existing in good standing as a statutory trust under the Laws of the State of Delaware with the power and authority to own property and to conduct the business it transacts and proposes to transact and to enter into and perform its obligations under the Operative Documents. It is not a party to or otherwise bound by any material agreement other than the Operative Documents and a Placement Agreement of even date with the Legacy III Trust Agreement. It is and will be classified for tax purposes as a grantor trust and not as an association taxable as a corporation. (C) The Trust Securities have been duly authorized by the Legacy Trust III Agreement, have been validly issued and represent undivided beneficial interests in the assets of the Legacy Trust III. None of the Trust Securities is subject to preemptive or other similar rights. All of the outstanding Legacy Trust III Common Securities are directly owned by Legacy free and clear of any Lien and have been issued in compliance with applicable securities Laws. The Legacy III Common Securities satisfy the eligibility requirements of Rule 144A(d)(3) issued under the Securities Act. Neither Legacy nor the Legacy Trust III is an “investment company” or an entity “controlled” by an “inve...