Voting Trustee. (a) The Voting Trustee (and any successor Voting Trustee) may at any time resign by notifying the Investor and the Company in writing of such resignation, which shall take effect ten days thereafter or upon the earlier acceptance thereof by the Company and the Investor. The Investor may also, at any time upon ten days’ prior notice, cause the resignation and replacement of the Voting Trustee. Subject to subparagraph (b), below, upon the death, incapacity, resignation or disqualification (as described below) of any Voting Trustee, the Investor shall appoint promptly a successor Voting Trustee.
(b) No person shall be appointed as a successor Voting Trustee if such person is the Investor, an Affiliate of the Investor, or the holder of Voting Trust Certificates (the “Independence Qualifications”). In addition, any Voting Trustee shall be disqualified from serving as a Voting Trustee effective immediately upon the occurrence of any event causing such Voting Trustee no longer to meet the Independence Qualifications. Upon the disqualification of the Voting Trustee or any successor Voting Trustee, such Voting Trustee shall immediately cease to be a Voting Trustee. All appointments of successor Voting Trustees shall be notified to the regulatory authorities set forth on Schedule A to this Agreement (the “Regulators”).
(c) Any successor Voting Trustee appointed as herein provided shall indicate its acceptance of such appointment by signing a counterpart of this Agreement and upon the filing by the Voting Trustee of such counterpart at the registered office of the Company in the State of New York such successor shall be vested with all the rights, powers, duties and immunities herein conferred upon the Voting Trustee as though such successor had been originally a party to this Agreement as a Voting Trustee.
Voting Trustee. (a) The Voting Trustee shall have the right to resign as Voting Trustee hereunder during his lifetime at any time by notice to Bentley and the Voting Trust Certificate holders, such resignation to be effective at such time as a successor Voting Trustee accepts this Agreement pursuant to Section 3(c).
(b) In the event of the resignation, death or inability of the Voting Trustee to serve for any reason, the successor to the Voting Trustee shall be the person appointed by the Voting Trustee to serve as successor to the Voting Trustee. Upon the death of the Voting Trustee without his having appointed a successor, the Board of Directors of Bentley shall by resolution duly adopted name a successor Voting Trustee.
(c) Any person appointed as a successor Voting Trustee hereunder shall become a Voting Trustee only upon written acceptance of this Agreement and the rights, powers, duties and obligations of the Voting Trustee hereunder, and the delivery of such acceptance to the preceding Voting Trustee (if then living) and the Voting Trust Certificate holders. Each successor Voting Trustee shall have the same rights, powers, duties and obligations as the Voting Trustee whom such successor succeeds.
Voting Trustee. (a) The Voting Trustee may at any time resign by notifying the Investor and the Company in writing of such resignation, which shall take effect ten days thereafter or upon the earlier acceptance thereof by the Company and the Investor.
(b) Any successor Voting Trustee shall be appointed by the resigning Voting Trustee and shall indicate its acceptance of such appointment by signing a counterpart of this Agreement and upon delivery by such successor Voting Trustee of such counterpart at the offices of the Company in the Commonwealth of Massachusetts such successor shall be vested with all the rights, powers, duties and immunities herein conferred upon the Voting Trustee as though such successor had been originally a party to this Agreement as the Voting Trustee.
Voting Trustee. During the Agreement Period, the Voting Trustee will vote all Subject Shares pursuant to the terms of Section 3 of this Agreement. The Voting Trustee shall have the authority to vote the Subject Shares without seeking further instruction from the Voting Stockholder.
Voting Trustee. Xxxx X. Xxxxxx
Voting Trustee. Xxxxxxx X. Xxxx is appointed as the Voting Trustee and shall serve until his resignation, death or disability as provided in section 8.
Voting Trustee. (i) So long as Prometheus shall be in existence, Prometheus shall be the sole trustee of the Voting Trust. In the event of the merger of Prometheus (or any successor voting trustee) into any other person, such other person shall become the sole trustee of the Voting Trust. In the event of the dissolution of Prometheus (or any successor voting trustee), such person as Prometheus (or any successor voting trustee) shall, prior to its dissolution, designate as its successor shall become the sole trustee of the Voting Trust.
(ii) The voting trustee in office from time to time shall have the sole and exclusive right and authority to cast votes, grant consents, appoint proxies and take other similar actions with respect to the Purchased Shares and shall do so in its sole and absolute discretion and without any fiduciary duty or obligation to Mr. Short or any other record or beneficial owner of any of the Purchased Shares.
Voting Trustee. JEFFXXX XXXXXXXX ------------------------------------------- One Arizona Center 400 X. Xxx Xxxxx, Xxurth Floor Phoenix, AZ 85004
Voting Trustee. For all purposes of this Agreement, each reference in this Agreement to the “Voting Trustee” shall mean, at the time in question, the individual acting as Voting Trustee in accordance with this Agreement, solely in his capacity as Voting Trustee pursuant to this Agreement.
Voting Trustee. (a) In the event of the death, resignation or Disability, of the Voting Trustee, or if beneficial owners of a majority of the shares of the Company represented by the then outstanding Voting Trust certificates shall send the then serving Voting Trustee written notice that he is being replaced, which notice may be sent in such owners' sole direction, with or without cause, beneficial
