Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity. (b) Subject to the foregoing, Trustee shall have the following powers and authority in the administration of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by law: (i) Subject to investment guidelines issued by Bank, to invest and reinvest the assets of the Trust, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein; (ii) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, however, that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company. (iii) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner; (iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith; (v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired; (vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith; (vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable; (viii) To employ suitable agents and counsel and to pay their reasonable expenses and compensation; (ix) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank; (x) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers; (xi) To have any and all other powers or authority, under the laws of the state in which the Trustee's principal executive offices are located, relevant to performance in the capacity as Trustee; and (xii) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Samples: Deferred Compensation Agreement (Amb Financial Corp)
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by the Trustee, as hereinafter set forth and shall in no event be exercisable by or rest with Benefit Plan participantsthe Participants. The Bank shall have the right at anytimeany time, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, assets of equal fair market value for any asset held by the Trust, provided that any such assets are acceptable to the Trustee. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, the Trustee shall have the following discretion, powers and authority in the administration and investment of the assets of the Trust, in addition to those vested in it the Trustee elsewhere in this Trust Agreement or by applicable law:
(i) Subject to any written investment guidelines issued provided to the Trustee by Bankthe Bank from time to time, to invest and reinvest the assets of the Trust, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, intangible and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust bust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund funds shall be part of the Trust Agreement as though fully restated herein; and to have all the rights, powers and privileges of an owner with respect to the securities held in the Trust, including, but not limited to, the powers to vote, give proxies, and pay assessments, to participate in voting busts, pooling agreements, foreclosures, reorganizations, consolidations, mergers and liquidations, and transfer title to any protective or other committee on such terms as the Trustee may deem advisable, and to exercise or sell stock subscription or conversion rights;
(ii) To purchase, and maintain as owner, a life insurance policy or policies with respect to participantsParticipants; provided, provided however, that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants the Participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.;
(iii) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due to or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewithherewith, and to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions distribution therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ix) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words welds indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by the Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trusteethe Trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi) To have any and all other powers or authority, under the laws of the state in which the Trustee's principal executive offices are located, relevant to performance in the capacity as the Trustee; and
(xii) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trustthe Bank or other party, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, The Trustee shall have the following powers and authority in the administration of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by law:
(ia) Subject to investment guidelines issued by Bank, to To invest and reinvest the assets of the TrustTrust assets, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust Trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;; provided, however, that it is the intent of the Grantor, which shall be precatory and not binding, that the Trustee invest the Trust assets, in the absence of specific investment direction from the Grantor, to the extent possible, in tax-free or tax-deferred investment vehicles, such as life insurance or annuity products.
(iib) To purchase, and maintain as owner, a life insurance policy or policies with respect to participantsGrantor; provided, however, that the Trustee shall not be required to purchase or take any action under a any life insurance policy or policies with respect to participants unless so directed to do so by the BankGrantor, which shall designate the face amount of said policy or policies, the and terms of the such policy or policies and the insurance company.;
(iiic) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits DeterminerGrantor;
(ivd) At the direction of the Bank, to To settle, compromise or submit to arbitration, any claims, debts or damages, due or owning owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(ve) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, policy which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vif) To hold cash uninvested for a reasonable period of time (not in excess of thirty (30) days without the express written consent of the Grantor) under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(viig) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viiih) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ixi) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(xj) To make, execute and deliver, as trusteeTrustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;; and
(xik) To have any and all other powers or authority, under the laws of the state in which the Trustee's ’s principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle. When and if requested to do so by the Bank, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from significant and material actions taken by the Trust, to commence or defend suits or legal proceedings and to represent Trustee in connection with the administration of the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances evidenced by a party written instrument signed by the Trustee. The Bank shall be entitled to this Trustreceive a copy of said written instrument, satisfactory upon written request delivered to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Samples: Executive Supplemental Retirement Income Agreement (United Community Bancorp)
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable In addition to the Trusteepowers conferred upon the Trustee by law, or by other provisions of equal fair market value for any asset held by this Trust, the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, Trustee shall have the following powers powers, both as to principal and authority income:
A. To retain any property at any time forming a part of the Trust estate for such length of time as the Trustee may deem advisable; and such retention shall not be restricted to property of the character authorized for trust investments by the laws of any state.
B. To sell at public or private sale or to exchange, lease, pledge, or mortgage, all or any part of the Trust estate and invest and reinvest the Trust estate or the proceeds from the sale thereof in stocks (common or preferred), bonds, certificates of deposit (including those issued by the bank herein named as Trustee), common trust funds, mutual funds, annuities, or life insurance contracts on the life of Employee or on the life of any person in whom Employee has an insurable interest, or in other property of any type, without regard to the proportion that such property may bear to the total corpus of the Trust estate, as the Trustee may deem advisable. To borrow money with or without security for any purpose and to pledge securities or other properties to secure any such loan; to execute all deeds, assignments, mortgages, leases or other instruments necessary or proper for the foregoing purposes.
C. To register any property in the administration name of any nominee without describing the assets Trust estate and to retain any property in bearer form.
X. Xx acquire, own, rent, hold, maintain and improve dwellings for the use and benefit of Employee or his beneficiaries.
E. To exercise all options and privileges available under life insurance policies which at any time may form a part of the Trust, including but not limited to the right to receive dividends of distributive shares of surplus, disability benefits, surrender values, or the proceeds of matured endowments; to obtain and receive such advances or loans on account of a policy which may be available; to exercise any option or privilege granted in addition a policy or permitted by an insurer including, but not limited to, the right to those vested in it elsewhere in this Trust Agreement or by law:
(i) Subject to investment guidelines issued by Bank, to invest and reinvest the assets direct that dividends be used under any of the Trustoptions promised in the policy or permitted by the insurer; to sell, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fundassign, or other commingled investment fund maintained by pledge a policy. These rights shall include the right in the Trustee to use any part or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part all of the Trust Agreement as though fully restated herein;
(ii) To purchase, and maintain as owner, a life insurance policy proceeds of any or all of said policies with respect to participantson death or maturity under any or all of the settlement options; provided, however, that the Trustee shall not be required to purchase the designated recipient of any income or take interest payment under an elected settlement, and any action under a life insurance policy or policies with respect to participants unless directed to do so income settlement elected shall be measured only by the Bank, which shall designate the face amount life or lives of said policy one or policies, the terms more of the policy or policies and the insurance companybeneficiaries of this Trust.
F. To vote by proxy and consent to, approve, authorize, become a party to and execute any instrument in connection with any corporate act in which the Trust estate may be interested, including (iiiwithout limitation) To sell for cash or on creditany merger, to grant optionsconsolidation, convertreorganization, redeemcapital readjustment, exchange for other securities or other propertydissolution, liquidation, lease, or otherwise sale.
G. To keep uninvested such amounts of cash and deposit such monies in such bank account or accounts, including savings accounts, as the Trustee may from time to dispose oftime deem advisable. The Trustee may keep on deposit with itself, in either the commercial or savings department, subject to the same rules and regulations as any other deposit, without furnishing bond or security, any security cash under its care and management, whether corpus or other property at any time held except that the Trustee shall have no right income; awaiting investment, reinvestment or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings distribution; provided, however, there shall be no liability upon the part of the Trustee for the payment of interest or any other charge or claim during the time any such cash is kept on deposit with itself awaiting investment, reinvestment or distribution, except to the same extent interest shall not be expected or required to undertake any of the foregoing unless there are sufficient assets payable on deposits in the Trust with which savings department of a Trustee as to do soany such cash on deposit in said savings department.
H. To compromise, adjust, settle and compound, or submit to arbitration on such terms as the Trustee has received assurances by a party to this Trust, satisfactory to may deem advisable any claims in favor of or against the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policyTrust estate, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, include any tax payable by the Benefits Determiner) and/or subscription right available in connection with securities or other property at Trust.
I. To sell, lease, exchange, and grant options on any time heldproperty, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including of the exercise of options, the making of agreement same at public or subscription, which may be deemed necessary or advisable in connection therewith, private sale and to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions and at such time and times as the Trustee may deem advisable, and to execute and deliver any and all instruments of any type required in the premises; and no purchaser, lessee, transferee, optionee, or other party to any such transaction shall be deemed advisable;obligated to see to the further application of any monies after the same shall have been paid to the Trustee.
(viii) J. To employ suitable legal counsel and such other agents and counsel employees as are deemed necessary in the administration of the Trust estate and to pay their reasonable expenses compensation and compensation;
(ix) expenses. To register pay, compromise or contest any securities held hereunder in the name of the Trustee claim or in the name of a nominee with other matter directly or without the addition of words indicating that such securities are held in a fiduciary capacity indirectly affecting this Trust and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper employ counsel for the accomplishment of any of the foregoing above or other purposes, and to determine whether or not to act upon the advice of such counsel; but the Trustee shall not, except at its option, be required to enter into or defend litigation on behalf the Trust until it shall have been indemnified to its satisfaction against all expenses and liabilities to which it may, in its judgment, be subjected by any such action on its part.
K. To exercise in respect of all stocks, bonds, or other investments held by the Trustee hereunder, all such rights, options, powers;, and privileges as are or may be lawfully exercised by any person owning similar property in its own right.
(xi) L. To have exercise in respect of all real estate held by the Trust hereunder, all such rights, powers and privileges as are or may be lawfully exercised by any and all other powers or authority, under the laws of the state person owning real estate in which its own right.
M. To determine in the Trustee's principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle, compromise discretion whether money or submit to arbitration, any claims, debts or damages, due or owing to or from property coming into the Trust's possession shall be treated as income or principal, and charge or apportion expenses or leases either to commence the principal or defend suits income accounts or legal proceedings partly to each, in such manner as it may in its discretion deem just and to represent proper.
N. To make any required or discretionary distribution in money or in kind, or partially in money and partially in kind. Distribution in kind shall be made at the Trust in all suits or legal proceedings; providedfair market value of the property distributed, however, as determined by the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do soits sole discretion, or and the Trustee has received assurances by a party may cause the share to be transferred to any distributes to be composed of property like or different from that transferred to any other distributee. In making any distribution to the Employee or otherwise under the provisions of this Trust, satisfactory Trustees shall be entitled to the Trustee, of the payment or reimbursement of the expenses connected therewithrely on information furnished by Employee.
Appears in 1 contract
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, The Trustee shall have the following powers and authority in the administration of the assets of the TrustTrust Fund, in addition to those vested in it elsewhere in this Trust Agreement or by law:
(ia) Subject to the Grantor's right to direct the investment guidelines issued by Bankof the Trust Fund, as provided in Section 3, to invest and reinvest the assets of the TrustTrust Fund, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assetstrust funds, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in purposes; provided, however, that it is the desire of the Grantor, which shall be precatory and not binding, that the Trustee invest the Trust is eligible Fund, in the absence of specific investment direction from the Grantor, to invest and the provisions governing extent possible, in tax- deferred investment vehicles, such fund shall be part of the Trust Agreement as though fully restated herein;life insurance or annuity products.
(iib) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, however, that on the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.Grantor;
(iiic) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determinerheld;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ix) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi) To have any and all other powers or authority, under the laws of the state in which the Trustee's principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xiid) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings; provided;
(e) To exercise any conversion privilege and/or subscription right available in connection with securities or other property at any time held, howeverto oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, company or association or to the sale, mortgage, pledge or lease of the property of any corporation, company or association any of the securities of which may at any time be held in the Trust Fund and to do any act with reference thereto, including the exercise of options, the making of agreements or subscriptions, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(f) To hold cash uninvested for a reasonable period of time (not in excess of ten (10) days without the express written consent of the Grantor) without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(g) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(h) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(i) To register any securities held hereunder in the name of the Trustee shall not be expected or required in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to undertake hold any securities in bearer form;
(j) To make, execute and deliver, as Trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing unless there powers; and
(k) To have any and all other powers or authority, under the laws of the state in which the Trustee's principal executive offices are sufficient assets located, relevant to performance in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the capacity as Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Samples: Executive Supplemental Retirement Income Agreement (MFS Financial Inc)
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Bank or Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, Trustee shall have the following powers and authority in the administration of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by law:
(i1) Subject to investment guidelines issued by Bank, to invest and reinvest the assets of the Trust, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank Bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;
(ii2) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, however, that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.
(iii3) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv4) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v5) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vi6) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii7) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) 8) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ix9) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition addition, of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x10) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi11) To have any and all other powers or authority, under the laws of the state in which the Trustee's ’s principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii12) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoingprovisions of Section 8 hereof, the Trustee shall have the following powers powers, rights, and authority in the administration of the assets of the Trust, duties in addition to those vested in it elsewhere in this Trust Agreement or by law:
(i) Subject to investment guidelines issued by Bank, to invest and reinvest the assets of the Trust, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;
(ii) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, however, that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.
(iii) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, Company or in the event of a Change in Control, by the Benefits DeterminerTrustee itself pursuant to a separate written agreement appointing the Trustee as an investment manager: (a) and/or subscription right available in connection with to purchase or subscribe for any securities or other property at property; (b) to sell, exchange, mortgage, or lease any time heldof the assets of the Trust fund; (c) to make, execute, acknowledge, and deliver any and all documents of transfer and conveyance and any and all other instruments that may be necessary or appropriate to oppose carry out the powers herein granted; (d) to vote upon any stocks, bonds, or other securities; to give general or special proxies or powers of attorney with or without power of substitution; to exercise any conversion privileges, subscription rights, or other options and to make any payments incidental thereto; to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank otherwise participate in corporate reorganizations or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the other changes affecting corporate securities of which may at any time be held and to do delegate discretionary powers and to pay any act with reference thereto, including the exercise of options, the making of agreement assessments or subscription, which may be deemed necessary or advisable charges in connection therewith, and generally to exercise any of the powers of an owner with respect to stocks, bonds, securities, or other property held in the Trust fund; (e) to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ix) To register any securities held hereunder in the name of the Trustee any one or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity more nominees and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositorsstock clearing corporations or depositaries; (f) to settle, compromise, adjust, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trustee, submit to arbitration any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi) To have any and all other powers or authority, under the laws of the state in which the Trustee's principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle, compromise or submit to arbitration, any claims, debts or damages, damages due or owing to or from the Trust, to commence or defend suits or legal proceedings whenever, in the judgment of the Trustee, any interests of the Trust require it, and to represent the Trust in all suits or legal proceedingsproceedings in any court of law or equity or before any other body or tribunal; provided(g) to delegate, howeverif properly directed in writing by the Company, any of the Trustee's functions under this Trust Agreement; (h) to perform all acts which the Trustee shall not be expected deem necessary or required to undertake appropriate and exercise any and all powers and authority of the foregoing unless there are sufficient assets in Trustee under this Trust Agreement; (i) to keep any portion of the Trust with which to do so, fund in cash (cash received or held by the Trustee has received assurances shall be deposited by the Trustee in its own savings deposit accounts, in a party to this Trust, satisfactory to liquid money market account selected by the Trustee, or in the savings deposit accounts of any of its affiliates, that bear a reasonable rate of interest); and (j) to maintain the payment or reimbursement of separate subtrusts within the expenses connected therewithTrust (separate accounting to be for such purposes, among others, as recording: contributions and income thereon by Employers, allocations between various Plans, and allocations among specific individuals participating in Plans).
Appears in 1 contract
Samples: Rabbi Trust Agreement
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, The Trustee shall have the following powers and authority in the administration of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by law:
(ia) Subject to investment guidelines issued by Bank, to To invest and reinvest the assets of the TrustTrust assets, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust Trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;; provided, however, that it is the intent of the Grantor, which shall be precatory and not binding, that the Trustee invest the Trust assets, in the absence of specific investment direction from the Grantor, to the extent possible, in tax-free or tax-deferred investment vehicles, such as life insurance or annuity products.
(iib) To purchase, and maintain as owner, a life insurance policy or policies with respect to participantsGrantor; provided, however, that the Trustee shall not be required to purchase or take any action under a any life insurance policy or policies with respect to participants unless so directed to do so by the BankGrantor, which shall designate the face amount of said policy or policies, the and terms of the such policy or policies and the insurance company.;
(iiic) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits DeterminerGrantor;
(ivd) At the direction of the Bank, to To settle, compromise or submit to arbitration, any claims, debts or damages, due or owning owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(ve) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, policy which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vif) To hold cash uninvested for a reasonable period of time (not in excess of thirty (30) days without the express written consent of the Grantor) under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(viig) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viiih) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ixi) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(xj) To make, execute and deliver, as trusteeTrustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;; and
(xik) To have any and all other powers or authority, under the laws of the state in which the Trustee's =s principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle. When and if requested to do so by the Bank, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from significant and material actions taken by the Trust, to commence or defend suits or legal proceedings and to represent Trustee in connection with the administration of the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances evidenced by a party written instrument signed by the Trustee. The Bank shall be entitled to this Trustreceive a copy of said written instrument, satisfactory upon written request delivered to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Samples: Executive Supplemental Retirement Income Agreement (Coastal Banking Co Inc)
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoingprovisions of Section 8 hereof, the Trustee shall have the following powers powers, rights, and authority in the administration of the assets of the Trust, duties in addition to those vested in it elsewhere in this Trust Agreement or by law:
(i) Subject to investment guidelines issued by Bank, to invest and reinvest the assets of the Trust, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;
(ii) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, however, that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.
(iii) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, Company or in the event of a Change in Control, by the Benefits DeterminerTrustee itself pursuant to a separate written agreement appointing the Trustee as an investment manager:
(a) and/or subscription right available in connection with to purchase or subscribe for any securities or other property at property;
(b) to sell, exchange, mortgage, or lease any time heldof the assets of the Trust fund;
(c) to make, execute, acknowledge, and deliver any and all documents of transfer and conveyance and any and all other instruments that may be necessary or appropriate to oppose carry out the powers herein granted;
(d) to vote upon any stocks, bonds, or other securities; to give general or special proxies or powers of attorney with or without power of substitution; to exercise any conversion privileges, subscription rights, or other options and to make any payments incidental thereto; to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank otherwise participate in corporate reorganizations or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the other changes affecting corporate securities of which may at any time be held and to do delegate discretionary powers and to pay any act with reference thereto, including the exercise of options, the making of agreement assessments or subscription, which may be deemed necessary or advisable charges in connection therewith, and generally to hold and retain exercise any securities of the powers of an owner with respect to stocks, bonds, securities, or other properties so acquiredproperty held in the Trust fund;
(vie) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ix) To register any securities held hereunder in the name of the Trustee any one or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity more nominees and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, stock clearing corporations or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bankdepositaries;
(xf) To maketo settle, execute and delivercompromise, as trusteeadjust, or submit to arbitration any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi) To have any and all other powers or authority, under the laws of the state in which the Trustee's principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle, compromise or submit to arbitration, any claims, debts or damages, damages due or owing to or from the Trust, to commence or defend suits or legal proceedings whenever, in the judgment of the Trustee, any interests of the Trust require it, and to represent the Trust in all suits or legal proceedings; providedproceedings in any court of law or equity or before any other body or tribunal;
(g) to delegate, howeverif properly directed in writing by the Company, any of the Trustee's functions under this Trust Agreement;
(h) to perform all acts which the Trustee shall not be expected deem necessary or required to undertake appropriate and exercise any and all powers and authority of the foregoing unless there are sufficient assets in Trustee under this Trust Agreement;
(i) to keep any portion of the Trust with which to do so, fund in cash (cash received or held by the Trustee has received assurances shall be deposited by the Trustee in its own savings deposit accounts, in a party to this Trust, satisfactory to liquid money market account selected by the Trustee, or in the savings deposit accounts of any of its affiliates, that bear a reasonable rate of interest); and
(j) to maintain the payment or reimbursement of separate subtrusts within the expenses connected therewithTrust (separate accounting to be for such purposes, among others, as recording: contributions and income thereon by Employers, allocations between various Plans, and allocations among specific individuals participating in Plans).
Appears in 1 contract
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable In addition to the Trusteepowers conferred upon the Trustee by law, or by other provisions of equal fair market value for any asset held by this Trust, the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, Trustee shall have the following powers powers, both as to principal and authority income:
A. To retain any property at any time forming a part of the Trust estate for such length of time as the Trustee may deem advisable; and such retention shall not be restricted to property of the character authorized for trust investments by the laws of any state.
B. To sell at public or private sale or to exchange, lease, pledge, or mortgage, all or any part of the Trust estate and invest and reinvest the Trust estate or the proceeds from the sale thereof in stocks (common or preferred), bonds, certificates of deposit (including those issued by the bank herein named as Trustee), common trust funds, mutual funds, annuities, or life insurance contracts on the life of Employee or on the life of any person in whom Employee has an insurable interest, or in other property of any type, without regard to the proportion that such property may bear to the total corpus of the Trust estate, as the Trustee may deem advisable. To borrow money with or without security for any purpose and to pledge securities or other properties to secure any such loan; to execute all deeds, assignments, mortgages, leases or other instruments necessary or proper for the foregoing purposes.
C. To register any property in the administration name of any nominee without describing the assets Trust estate and to retain any property in bearer form.
D. To acquire, own, rent, hold, maintain and improve dwellings for the use and benefit of Employee or his beneficiaries.
E. To exercise all options and privileges available under life insurance policies which at any time may form a part of the Trust, including but not limited to the right to receive dividends of distributive shares of surplus, disability benefits, surrender values, or the proceeds of matured endowments; to obtain and receive such advances or loans on account of a policy which may be available; to exercise any option or privilege granted in addition a policy or permitted by an insurer including, but not limited to, the right to those vested in it elsewhere in this Trust Agreement or by law:
(i) Subject to investment guidelines issued by Bank, to invest and reinvest the assets direct that dividends be used under any of the Trustoptions promised in the policy or permitted by the insurer; to sell, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fundassign, or other commingled investment fund maintained by pledge a policy. These rights shall include the right in the Trustee to use any part or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part all of the Trust Agreement as though fully restated herein;
(ii) To purchase, and maintain as owner, a life insurance policy proceeds of any or all of said policies with respect to participantson death or maturity under any or all of the settlement options; provided, however, that the Trustee shall not be required to purchase the designated recipient of any income or take interest payment under an elected settlement, and any action under a life insurance policy or policies with respect to participants unless directed to do so income settlement elected shall be measured only by the Bank, which shall designate the face amount life or lives of said policy one or policies, the terms more of the policy or policies and the insurance companybeneficiaries of this Trust.
F. To vote by proxy and consent to, approve, authorize, become a party to and execute any instrument in connection with any corporate act in which the Trust estate may be interested, including (iiiwithout limitation) To sell for cash or on creditany merger, to grant optionsconsolidation, convertreorganization, redeemcapital readjustment, exchange for other securities or other propertydissolution, liquidation, lease, or otherwise sale.
G. To keep uninvested such amounts of cash and deposit such monies in such bank account or accounts, including savings accounts, as the Trustee may from time to dispose oftime deem advisable. The Trustee may keep on deposit with itself, in either the commercial or savings department, subject to the same rules and regulations as any other deposit, without furnishing bond or security, any security cash under its care and management, whether corpus or other property at any time held except that the Trustee shall have no right income; awaiting investment, reinvestment or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings distribution; provided, however, there shall be no liability upon the part of the Trustee for the payment of interest or any other charge or claim during the time any such cash is kept on deposit with itself awaiting investment, reinvestment or distribution, except to the same extent interest shall not be expected or required to undertake any of the foregoing unless there are sufficient assets payable on deposits in the Trust with which savings department of a Trustee as to do soany such cash on deposit in said savings department.
H. To compromise, adjust, settle and compound, or submit to arbitration on such terms as the Trustee has received assurances by a party to this Trust, satisfactory to may deem advisable any claims in favor of or against the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policyTrust estate, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, include any tax payable by the Benefits Determiner) and/or subscription right available in connection with securities or other property at Trust.
I. To sell, lease, exchange, and grant options on any time heldproperty, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including of the exercise of options, the making of agreement same at public or subscription, which may be deemed necessary or advisable in connection therewith, private sale and to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions and at such time and times as the Trustee may deem advisable, and to execute and deliver any and all instruments of any type required in the premises; and no purchaser, lessee, transferee, optionee, or other party to any such transaction shall be deemed advisable;obligated to see to the further application of any monies after the same shall have been paid to the Trustee.
(viii) J. To employ suitable legal counsel and such other agents and counsel employees as are deemed necessary in the administration of the Trust estate and to pay their reasonable expenses compensation and compensation;
(ix) expenses. To register pay, compromise or contest any securities held hereunder in the name of the Trustee claim or in the name of a nominee with other matter directly or without the addition of words indicating that such securities are held in a fiduciary capacity indirectly affecting this Trust and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper employ counsel for the accomplishment of any of the foregoing powers;
(xi) To have any and all above or other powers or authoritypurposes, under the laws of the state in which the Trustee's principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent determine whether or not to act upon the Trust in all suits or legal proceedingsadvice of such counsel; provided, however, but the Trustee shall not not, except at its option, be expected or required to undertake enter into or defend litigation on behalf the Trust until it shall have been indemnified to its satisfaction against all expenses and liabilities to which it may, in its judgment, be subjected by any such action on its part.
K. To exercise in respect of all stocks, bonds, or other investments held by the Trustee hereunder, all such rights, options, powers, and privileges as are or may be lawfully exercised by any person owning similar property in its own right.
L. To exercise in respect of all real estate held by the Trust hereunder, all such rights, powers and privileges as are or may be lawfully exercised by any person owning real estate in its own right.
M. To determine in the Trustee’s discretion whether money or property coming into the Trust’s possession shall be treated as income or principal, and charge or apportion expenses or leases either to the principal or income accounts or partly to each, in such manner as it may in its discretion deem just and proper.
N. To make any required or discretionary distribution in money or in kind, or partially in money and partially in kind. Distribution in kind shall be made at the fair market value of the foregoing unless there are sufficient assets in the Trust with which to do soproperty distributed, or as determined by the Trustee has received assurances by a party in its sole discretion, and the Trustee may cause the share to be transferred to any distributes to be composed of property like or different from that transferred to any other distributee. In making any distribution to the Employee or otherwise under the provisions of this Trust, satisfactory Trustees shall be entitled to the Trustee, of the payment or reimbursement of the expenses connected therewithrely on information furnished by Employee.
Appears in 1 contract
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable In addition to the Trusteepowers elsewhere conferred upon the Trustee under this Agreement, of equal fair market value for any asset held in the Plans or by law, the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, Trustee shall have the following powers power and authority in the administration authority, without court approval, with respect to all property constituting part of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by lawFund:
(ia) Subject to investment guidelines issued by BankSell, to invest and reinvest the assets transfer, exchange, pledge, lease or otherwise dispose of the Trust, without distinction between principal and income, in any kind of property, real, personal such property at public or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;
(ii) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, however, that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.
(iii) To sell private sale for cash or on credit, credit and grant options for the purchase or exchange thereof;
(b) Borrow funds to grant options, convert, redeem, exchange for other securities the extent temporarily required to make any payment or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action investment authorized by this Agreement;
(c) Exercise all rights of ownership with respect to any insurance contract or policy unless so directed all stocks, securities and other property owned by the BankTrust, or including, without limitation, the power and authority to exercise voting rights, to participate in the event of a Change in Controlreorganizations, by the Benefits Determinerrecapitalizations, consolidations, mergers and similar transactions, and to exercise any options, subscription rights and conversion privileges;
(ivd) At the direction of the BankCarry investments in its own name, to settle, compromise or submit to arbitration, any claims, debts or damages, due or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust name of a nominee or in bearer form, deposit investments with which to do soany recognized depository institution or clearing corporation, or hold investments in the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, book entry system of the payment any federal reserve bank or reimbursement of the expenses connected therewithin any equivalent book entry system;
(ve) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policyEmploy agents, which shall be exercised only upon direction of the Bankcustodians, or in the event of a Change in Controlaccountants, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) To employ suitable agents and counsel and to investment advisers and pay their reasonable expenses and compensation;
(ixf) To register any securities held hereunder in If so directed by the name Corporation, fund or provide benefits by the purchase of the Trustee insurance or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and annuity contracts issued by insurance companies licensed to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities do business in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi) To have any and all other powers or authority, under the laws of the state in which the Trustee does business;
(g) Purchase brokerage services, including such services provided by an affiliate of the Trustee's principal executive offices are located, relevant provided that such purchase does not constitute a prohibited transaction for which no exemption exists;
(h) Exercise itself or by general or limited power of attorney, any right, including the right to performance in vote, incident to any security or other property held by it;
(i) Xxx to enforce, defend, compromise, arbitrate or settle any claim, law suit or other judicial proceeding involving the capacity Fund, provided that the Trustee shall not be required to take any action with respect to any such claim unless directed to do so by the Corporation and unless provided with such assurance of indemnification as is satisfactory to the Trustee; and
(xiij) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in Perform all suits or legal proceedings; provided, however, acts which the Trustee shall not be expected deem necessary or required appropriate to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to perform its duties and discharge its responsibilities under this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewithAgreement.
Appears in 1 contract
Samples: Edc Plan Trust Agreement (Pennsylvania Manufacturing Corp)
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by Trustee, and shall in no event be exercisable by or rest with Benefit Plan participants. Bank shall have the right at anytime, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, The Trustee shall have the following powers and authority in the administration of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by law:
(ia) Subject to investment guidelines issued by Bank, to To invest and reinvest the assets of the TrustTrust assets, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust Trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;; provided, however, that it is the intent of the Grantor, which shall be precatory and not binding, that the Trustee invest the Trust assets, in the absence of specific investment direction from the Grantor, to the extent possible, in tax-free or tax-deferred investment vehicles, such as life insurance or annuity products.
(iib) To purchase, and maintain as owner, a life insurance policy or policies with respect to participantsGrantor; provided, however, that the Trustee shall not be required to purchase or take any action under a any life insurance policy or policies with respect to participants unless so directed to do so by the BankGrantor, which shall designate the face amount of said policy or policies, the and terms of the such policy or policies and the insurance company.;
(iiic) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other propertyproperly, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits DeterminerGrantor;
(ivd) At the direction of the Bank, to To settle, compromise or submit to arbitration, any claims, debts or damages, due or owning owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(ve) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, policy which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vif) To hold cash uninvested for a reasonable period of time (not in excess of thirty (30) days without the express written consent of the Grantor) under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(viig) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viiih) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ixi) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities thereof, with a Federal Reserve Bank;
(xj) To make, execute and deliver, as trusteeTrustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;; and
(xik) To have any and all other powers or authority, under the laws of the state in which the Trustee's ’s principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle. When and if requested to do so by the Bank, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from significant and material actions taken by the Trust, to commence or defend suits or legal proceedings and to represent Trustee in connection with the administration of the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances evidenced by a party written instrument signed by the Trustee. The Bank shall be entitled to this Trustreceive a copy of said written instrument, satisfactory upon written request delivered to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Samples: Executive Supplemental Retirement Income Agreement (United Community Bancorp)
Trustee’s Powers. (a) All rights associated with assets of the Trust shall be exercised by the Bank or the Trustee, as hereinafter set forth, and shall in no event be exercisable by or rest with the Benefit Plan Plans participants. The Bank shall have the right at anytimeany time, and from time to time in its sole discretion, to substitute assets, acceptable to the Trustee, assets of equal fair market value for any asset held by the Trust. This right is exercisable by the Bank in a nonfiduciary non-fiduciary capacity without the approval or consent of any person in a fiduciary capacity.
(b) Subject to the foregoing, the Trustee shall have the following powers and authority in the administration of the assets of the Trust, in addition to those vested in it elsewhere in this Trust Agreement or by law:
(i) Subject to investment guidelines direction issued by the the Bank, to invest and reinvest the assets of the Trust, without distinction between principal and income, in any kind of property, real, personal or mixed, tangible or intangible, and in any kind of investment, security or obligation suitable for the investment of the Trust assets, including federal, state and municipal tax-free obligations and other tax-free investment vehicles, insurance policies and annuity contracts, and any common trust fund, group trust, pooled fund, or other commingled investment fund maintained by the Trustee or any other bank or entity for trust investment purposes in which the Trust is eligible to invest and the provisions governing such fund shall be part of the Trust Agreement as though fully restated herein;
(ii) To purchase, and maintain as owner, a life insurance policy or policies with respect to participants; provided, ; however, ; that the Trustee shall not be required to purchase or take any action under a life insurance policy or policies with respect to participants unless directed to do so by the Bank, which shall designate the face amount of said policy or policies, the terms of the policy or policies and the insurance company.
(iii) To sell for cash or on credit, to grant options, convert, redeem, exchange for other securities or other property, or otherwise to dispose of, any security or other property at any time held except that the Trustee shall have no right or obligation to take any action with respect to any insurance contract or policy unless so directed by the Bank, or in the event of a Change in Control, by the Benefits Determiner;
(iv) At the direction of the Bank, to settle, compromise or submit to arbitration, any claims, debts or damages, due to or owning to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith;
(v) To exercise any conversion privilege (other than conversion privileges with respect to any insurance policy, which shall be exercised only upon direction of the Bank, or in the event of a Change in Control, by the Benefits Determiner) and/or subscription right available in connection with securities or other property at any time held, to oppose or to consent to the reorganization, consolidation, merger or readjustment of the finances of any corporation, bank or association or to the sale, mortgage, pledge or lease of the property of any corporation, bank or association any of the securities of which may at any time be held and to do any act with reference thereto, including the exercise of options, the making of agreement or subscription, which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other properties so acquired;
(vi) To hold cash uninvested for a reasonable period of time under the circumstances without liability for interest, pending investment thereof or the payment of expenses or making distributions therewith;
(vii) To form corporations and to create trusts to hold title to any securities or other property, all upon such terms and conditions as may be deemed advisable;
(viii) To employ suitable agents and counsel and to pay their reasonable expenses and compensation;
(ix) To register any securities held hereunder in the name of the Trustee or in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities in bearer form and to combine certificates representing such securities with certificates of the same issue held by the Trustee in other fiduciary or representative capacities, or to deposit securities in any qualified central depository where such securities may be held in bulk in the name of the nominee of such depository with securities deposited by other depositors, or deposit securities issued by the United States Government, or any agency or instrumentalities instrumentality’s thereof, with a Federal Reserve Bank;
(x) To make, execute and deliver, as trustee, any and all conveyances, contracts, waivers, releases or other instruments in writing necessary or proper for the accomplishment of any of the foregoing powers;
(xi) To have any and all other powers or authority, under the laws of the state in which the Trustee's ’s principal executive offices are located, relevant to performance in the capacity as Trustee; and
(xii) To settle, compromise or submit to arbitration, any claims, debts or damages, due or owing to or from the Trust, to commence or defend suits or legal proceedings and to represent the Trust in all suits or legal proceedings; provided, however, the Trustee shall not be expected or required to undertake any of the foregoing unless there are sufficient assets in the Trust with which to do so, or the Trustee has received assurances by a party to this Trust, satisfactory to the Trustee, of the payment or reimbursement of the expenses connected therewith.
Appears in 1 contract
Samples: Rabbi Trust Agreement (Centra Financial Holdings Inc)
