Trustee's Rights and Powers Sample Clauses

Trustee's Rights and Powers. (a) During the term of this Agreement, the Trustee shall possess, and in its discretion shall be entitled to exercise, in person or by its nominees, agents, attorneys in fact or proxies, the right to vote thereon and to take part in any consent to any corporate or stockholders' action of any kind whatsoever. The right of the Trustee to vote shall include the right to vote at any election of directors and in favor of, or in opposition to, any resolution or proposed action of any character whatsoever which may be presented at any meeting or require the consent of stockholders of the Company.
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Trustee's Rights and Powers. So long as the Trustee --------------------------- shall hold stock of the Company deposited pursuant to the provisions of this Agreement (the "Trust Stock"), the Trustee shall possess, and shall exercise in person or by its nominees, agents, attorneys-in-fact or proxies, the right, subject to the terms hereof, to vote thereon and to take part in any consent to any corporate or stockholders' action of any kind whatsoever and to receive dividends and distributions on all such stock subject to the terms and conditions set forth in Article III herein. Notwithstanding anything to the contrary contained in this Agreement, the Trustee shall have no discretion with respect to voting the Trust Stock or taking part in any consent to any corporate or stockholders' action, and shall vote the Trust Stock or take part in any consent to any corporate or stockholders' action (whether for, against and/or abstaining, as the case may be) in a manner as shall result in the votes represented by the Trust Stock being cast in the same proportion as the votes cast (whether for, against and/or abstaining, as the case may be) by the holders of all other shares of Common Stock. Without limiting the generality of the foregoing, the right of the Trustee to vote the Trust Stock shall include the right to vote in any election of directors and in favor of, and/or in opposition to, any resolution or proposed action of any character whatsoever which may be presented at any meeting or require the consent of stockholders of the Company, including any resolution or proposed action in which the Trustee is personally interested, and to receive and waive any notices to stockholders as required by law or the certificate of incorporation or by-laws of the Company.
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Trustee's Rights and Powers. So long as the Trustee shall hold Shares deposited pursuant to the provisions of this Agreement, the Trustee shall possess, and in his or her discretion shall be entitled to exercise in person or by nominees, agents, attorneys-in- fact, or proxies, all rights and powers of an absolute owner and holder of all such Shares, including the right to vote thereon and to take part in and consent to any corporate or stockholders' action of any kind whatsoever, and to receive dividends and distributions on all such Shares. The right of the Trustee to vote shall include the right to vote at any election of directors and in favor of, or in opposition to, any resolution or proposed action of any character whatsoever which may be presented at any meeting or require the consent of stockholders of the Company. Without limiting the foregoing, the right of the Trustee to vote shall include the right to vote the Shares deposited pursuant to this Agreement in favor of, or in opposition to, any resolution or proposed action in which he or she is personally interested, and to receive and waive any notices to stockholders as required by law or the corporate charter or by-laws of the Company.
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Trustee's Rights and Powers. The Trustee shall have such powers and authority as set forth in this Agreement and in the Plan. Without limiting the foregoing, the Trustee shall have the power to take the following actions in addition to the powers granted in the Plan, and any powers reasonably incidental, which the Trustee, in his reasonable discretion, deems necessary or appropriate to fulfill the liquidating purpose of the Trust, unless otherwise specifically limited or restricted by the Plan or this Agreement:
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Related to Trustee's Rights and Powers

  • Rights and Powers Each Agent may, in connection with its services hereunder:

  • Trustee’s Rights and Obligations The Trustee is entitled to receive, and will be fully protected in relying upon, an Opinion of Counsel stating that the execution of any amendment, supplement or waiver authorized pursuant to this Article is authorized or permitted by the Indenture. If the Trustee has received such an Opinion of Counsel, it shall sign the amendment, supplement or waiver so long as the same does not adversely affect the rights of the Trustee. The Trustee may, but is not obligated to, execute any amendment, supplement or waiver that affects the Trustee’s own rights, duties or immunities under the Indenture.

  • Duties and Powers The business of the Corporation shall be managed by or under the direction of the Board of Directors which may exercise all such powers of the Corporation and do all such lawful acts and things as are not by statute or by the Certificate of Incorporation or by these By-Laws directed or required to be exercised or done by the stockholders.

  • Rights of Trustee as Holder of Senior Debt; Preservation of Trustee’s Rights The Trustee in its individual capacity shall be entitled to all the rights set forth in this Article XII with respect to any Senior Debt that may at any time be held by it, to the same extent as any other holder of Senior Debt, and nothing in this Indenture shall deprive the Trustee of any of its rights as such holder.

  • Assignee’s Rights (a) The Transfer of a Company Interest in accordance with this Agreement shall be effective as of the date of its assignment (assuming compliance with all of the conditions to such Transfer set forth herein), and such Transfer shall be shown on the books and records of the Company. Profits, Losses and other Company items shall be allocated between the transferor and the Assignee according to Code Section 706, using any permissible method as determined in the reasonable discretion of the Manager. Distributions made before the effective date of such Transfer shall be paid to the transferor, and Distributions made after such date shall be paid to the Assignee.

  • Appointment and Powers Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

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