Exhibit 7(d)
STATE OF NORTH CAROLINA
COUNTY OF WAKE
IRREVOCABLE TRUST AGREEMENT
THIS IRREVOCABLE TRUST AGREEMENT, made and entered into this
the 26th day of April, 1979, by and between XXXXX X. HOLDING of Wake County,
North Carolina (hereinafter referred to as "Grantor"), party of the first part;
and FIRST-CITIZENS BANK & TRUST COMPANY, a North Carolina banking corporation,
XXXXXXX X. XXXXXXX, xx Xxxx Xxxxxx, Xxxxx Xxxxxxxx (hereinafter individually
referred to as "Corporate Trustee" and "Individual Trustee", respectively, and
collectively referred to as "Trustees"), parties of the second part;
W I T N E S S E T H :
ARTICLE I
CORPUS
Section 1. Trust Property. The Grantor hereby irrevocably
transfers, delivers and conveys to the Trustees all the property described on
"Exhibit A" attached hereto and specifically incorporated herein by reference,
the receipt of which is hereby acknowledged by the Trustees. The Trustees accept
such transfer and agree to hold and administer the aforesaid property in trust
for the uses and purposes and upon the express terms and conditions and with the
powers and limitations hereinafter set forth.
Section 2. Additions to Corpus. Additional property from time
to time may be transferred by the Grantor or by any other person or persons to
the Trustees, and such property thereupon shall become a part of the trust
estate and shall be held, managed, invested, reinvested, and disposed of on the
same terms and conditions as the property originally transferred.
ARTICLE II
DISPOSITIVE PROVISIONS
Section 1. General Provisions. The Trustees shall hold,
manage, invest and reinvest, and control the trust property, and shall collect
the income thereof, and after deducting all necessary expenses incident to the
management and administration of the trust
property, shall disburse the net income and corpus for the benefit of XXXXXXXX
XXXXXX HOLDING (hereinafter referred to as "Primary Beneficiary") and said
Primary Beneficiary's blood issue, as hereinafter provided.
Section 2. Distribution During Primary Beneficiary's Life. The
Trustees shall hold and distribute the net income and corpus during Primary
Beneficiary's life upon the following terms and conditions:
a. Income. The Trustees shall pay or apply the net income, at
least annually, or more frequently as may be determined by the
Trustees, to or for the benefit of Primary Beneficiary.
b. Corpus. The Trustees may, in their discretion, pay or apply
to or for the benefit of Primary Beneficiary such additional amounts
from corpus, in such manner and at such intervals and in such amounts
as the Trustees in their discretion from time to time shall deem
requisite or desirable; provided, however, in the case of each payment
of corpus, the Trustees shall first determine that such payment or
application of corpus is reasonably necessary to promote Primary
Beneficiary's education, support, maintenance, or health; or is
reasonably necessary for the reasonable support and comfort of Primary
Beneficiary; or is reasonably necessary to enable Primary Beneficiary
to maintain her accustomed standard of living; or is reasonably
necessary to meet an emergency. In making such determination under this
subsection 2b, the Trustees shall take into consideration any other
income (other than capital gains), or property known to the Trustees
which Primary Beneficiary may have or enjoy from sources other than
this trust estate.
Section 3. Distribution After Primary Beneficiary's Death.
Upon the death of Primary Beneficiary, the corpus of this trust, as it shall
then exist, and all undistributed income shall be held and distributed to or for
the benefit of Primary
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Beneficiary's blood issue, from time to time living, subject to the following
terms and conditions:
a. Income. The Trustees shall pay or apply the net income, at
least annually, to or for the benefit of Primary Beneficiary's blood
issue, from time to time living, in such manner and at such intervals
and in such amounts, not necessarily in equal shares or amounts, as the
Trustees in their discretion from time to time shall deem requisite or
desirable to promote the education, support, maintenance, or health of
such beneficiary; or for the reasonable support and comfort of such
beneficiary; or to enable such beneficiary to maintain his accustomed
standard of living; or to meet an emergency. Any portion of the net
income not distributed pursuant to the preceding sentence shall be paid
at least annually, to or for the benefit of Primary Beneficiary's blood
issue, from time to time living, in equal shares. Any such
disbursements from income to such blood issue shall not be charged
against any individual share subsequently distributed to any
beneficiary.
b. Corpus. The Trustees may, in their discretion, pay or apply
to or for the benefit of any of Primary Beneficiary's blood issue, from
time to time living, such additional amounts from corpus, in such
manner and at such intervals and in such amounts, not necessarily in
equal shares or amounts, as the Trustees in their discretion from time
to time shall deem requisite or desirable. Provided, however, in the
case of each payment or application of corpus, the Trustees shall first
determine that such payment or application of corpus is reasonably
necessary to promote the education, support, maintenance or health of
such beneficiary; or is reasonably necessary for the reasonable support
and comfort of such beneficiary; or is reasonably necessary to enable
such beneficiary to maintain his accustomed
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standard of living; or is reasonably necessary to meet an emergency. In
making such determination under this subsection 3b, the Trustees shall
take into consideration any other income (other than capital gains), or
property known to the Trustees which such beneficiary may have or enjoy
from sources other than this trust estate. Any such disbursements from
corpus shall not be charged against any individual share subsequently
distributed to any beneficiary.
Section 4. Termination and Distribution. This trust shall
terminate upon (1) the death of Primary Beneficiary with no surviving blood
issue or (2) the death of all surviving blood issue of Primary Beneficiary after
the death of Primary Beneficiary whether born before or after the death of
Primary Beneficiary, or (3) the expiration of the term of eighteen (18) years
from the death of Primary Beneficiary, whichever of said three events shall
first occur.
Upon termination of this trust, the Trustees shall transfer
and deliver the corpus and all undistributed income then constituting the trust
estate, discharged of this trust, as follows:
a. If any blood issue of Primary Beneficiary shall be living
at the time of said termination, then in equal shares to such of
Primary Beneficiary's natural children as shall then be living and to
the blood issue per stirpes of such of Primary Beneficiary's natural
children as shall be dead with blood issue then living--such blood
issue representing its parent.
b. If no blood issue of Primary Beneficiary shall be living at
the time of said termination, then to XXXXXX XXXXX HOLDING, the child
of Grantor, if she shall then be living, or to her blood issue per
stirpes if she shall be dead with blood issue then living; provided,
however, in the event that certain Irrevocable Trust Agreement executed
by Grantor of even date herewith for the primary benefit of said XXXXXX
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PRICE HOLDING and her blood issue (said trust being hereinafter
referred to as "Xxxxx X. Holding - Xxxxxx Xxxxx Holding Trust") shall
still be in existence at the time of said termination, then any share
otherwise payable to said XXXXXX XXXXX HOLDING or her blood issue per
stirpes pursuant to the provisions of this Section 4 shall not be so
paid but shall instead be transferred and delivered to the Trustees of
the said Xxxxx X. Holding - Xxxxxx Xxxxx Holding Trust created for the
primary benefit of said child and her blood issue. The corpus and
income so transferred shall be added to the corpus of said Xxxxx X.
Holding - Xxxxxx Xxxxx Holding Trust as an integral part thereof to be
held, administered, and distributed in accordance with all of the
terms, conditions, and limitations set forth in said Xxxxx X. Holding -
Xxxxxx Xxxxx Holding Trust.
c. If no blood issue of Primary Beneficiary shall be living at
the time of said termination, and if neither XXXXXX XXXXX HOLDING nor
any of her blood issue shall be living at the time of said termination,
and if the Xxxxx X. Holding - Xxxxxx Xxxxx Holding Trust shall not be
in existence at the time of said termination, then the Trustees shall
transfer and deliver the trust estate, as it shall then exist,
discharged of this trust, to XXXXX X. HOLDING or his successor as
Trustee for the children of the Grantor's brother, XXXXX X. HOLDING,
(namely: XXXXX XXXXX HOLDING, JR., XXXX XXX HOLDING, XXXXXX XXXXXXX
HOLDING, XXXXXX XXXXXXXX HOLDING, and XXXXXXXXX XXXXXX HOLDING), and
their blood issue. The assets so delivered shall be divided by said
Trustee into such number of equal shares as shall provide one (1) share
for each of said children then living and one (1) share for the blood
issue, per stirpes, of each of said children who is then deceased, and
the shares so established shall be held and administered by said
Trustee as follows:
(1) Share for Child of XXXXX X. HOLDING. The equal
share established for each child of XXXXX X. HOLDING
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shall be held in a separate trust for the benefit of such
child and the net income of such trust and all or any part of
the principal thereof shall be paid to or applied for the
benefit of such child in such manner and at such intervals and
in such amounts as the Trustee shall from time to time deem
requisite or desirable to promote the education, support,
maintenance, or health of such child; or to enable such child
to maintain his or her accustomed standard of living; or to
meet an emergency. Any portion of the net income not
distributed shall annually be added to principal and become a
part thereof. Upon the death of such child, the separate trust
estate of such child, as it then exists, shall vest in and
shall be distributed and conveyed to the blood issue of such
child per stirpes, or, if such child shall be survived by no
blood issue, shall be apportioned equally to the other shares
established as aforesaid for the children of said XXXXX X.
HOLDING or their blood issue and shall be administered and
disposed of as part of and/or as provided herein with respect
to such shares, provided, however, that all such distributions
shall be subject to the provisions hereinafter set forth in
Section 7 of Article II with respect to property that vests in
and is distributable to persons who are under twenty-one (21)
years of age.
(2) Share for Blood Issue of Child of XXXXX X.
HOLDING. The share established for the blood issue of each
deceased child of XXXXX X. HOLDING shall vest in and shall be
distributed and conveyed to such blood issue per stirpes
subject, however, to the provisions hereinafter set forth in
Section 7 of Article II with respect to property that vests in
and is distributable to persons who are under twenty-one (21)
years of age.
d. If there is no person qualified to take under any of the
preceding provisions of this Section of this Article, then
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the Trustees shall distribute the aforesaid corpus and undistributed
income to the then living heirs of Primary Beneficiary, as "heirs" are
determined by the North Carolina Intestate Succession Act then in
effect, and this trust shall terminate. It is Grantor's intention that
the identity of such heirs and the respective shares to be distributed
to them, are to be determined by the provisions of the North Carolina
Intestate Succession Act then in force as if Primary Beneficiary died
at the time of the event causing termination of this trust.
Section 5. Payment to Minors. During the minority or legal
disability of any beneficiary to or for whom income or corpus is authorized or
directed to be paid hereunder, the Trustees may pay, transfer or assign the same
in any one or more of the following ways as well as any other permissible
method:
a. Directly to such beneficiary; or,
b. To the guardian of the person or of the property of such
beneficiary upon the agreement of such guardian to apply or expend such
income or corpus solely for the education, support, maintenance, or
health of the beneficiary; or for his reasonable support and comfort;
or to enable him to maintain his accustomed standard of living; or to
meet an emergency; or,
c. To a relative of such beneficiary upon the agreement of
such relative to expend or apply such income or corpus solely for the
education, support, maintenance, or health of the beneficiary; or for
his reasonable support and comfort; or to enable him to maintain his
accustomed standard of living; or to meet an emergency; or,
d. By expending such income or corpus directly for the
education, support, maintenance, or health of the beneficiary; or for
his reasonable support and comfort; or to enable him to maintain his
accustomed standard of living; or to meet an emergency.
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The Trustees shall be protected and relieved of all liability
hereunder in relying upon the written statement of a doctor of medicine in
determining whether a beneficiary is under any legal disability.
Section 6. Perpetuities. Anything herein contained to the
contrary notwithstanding, no trust (other than a trust of a vested interest)
created hereunder shall continue more than twenty-one (21) years after the death
of the last to die of the Grantor and Primary Beneficiary; and upon the
expiration of such period all trusts shall terminate and the assets thereof
shall be delivered and conveyed to the then living income beneficiaries pursuant
to the provisions of this Article.
Section 7. Payment to Persons under Age Twenty-One (21).
Notwithstanding anything herein contained to the contrary, whenever pursuant to
the provisions of this agreement all or any part of the corpus of a trust shall
vest in absolute ownership in and shall be distributable to a person under the
age of twenty-one (21), the Trustees are authorized and empowered in their
uncontrolled discretion, to hold the property so vested in such person, or any
part thereof, in a separate fund for the benefit of such person, notwithstanding
that such property may consist of investments not authorized by law for trust
funds, and to invest and reinvest the same, collect the income therefrom and,
until such person attains age twenty-one (21), to apply so much of the corpus
and so much of the net income thereof to the support, education, and maintenance
of such person as the Trustees shall see fit, and to accumulate, invest, and
reinvest the balance of the income until such person shall attain age twenty-one
(21), and thereupon to pay over the corpus, together with any accumulated and
undistributed income, to such person, and if such person shall die before
attaining age twenty-one (21), the corpus, together with any accumulated and
undistributed income, shall be paid over to the estate of such person. The
authority conferred upon the Trustees by this Section shall be construed as a
power only, and shall not operate to suspend the absolute ownership of such
property by such person or
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to prevent the absolute vesting thereof in such person. With respect to the
administration of any such property which shall vest in absolute ownership in
such person, and which shall be held by the Trustees as authorized in this
Section, the Trustees shall have all the powers vested in them under the
provisions of this trust.
ARTICLE III
POWERS OF TRUSTEES
Section 1. General Powers. Under and pursuant to the authority
granted by North Carolina General Statute Section 32-26, the Grantor hereby
grants to the Trustees all the powers set forth in North Carolina General
Statute Section 32-27 and these powers are hereby incorporated by reference and
made a part of this agreement, and such Powers are intended to be in addition
to, and not in substitution of, all other powers conferred by law; and provided
further that the reference in Section 32-27(29) to the Uniform Principal and
Income Act contained in Chapter 37 shall be deemed a reference to the Principal
and Income Act of 1973 contained in that Chapter. Such powers shall be subject
to the limitations and restrictions stated in North Carolina General Statute
Section 32-26(b) and elsewhere in this agreement and shall be exercised in a
fiduciary capacity, primarily in the interest of the beneficiaries. Trustees are
expressly authorized to retain any property which Trustees receive originally or
hereafter, real or personal, tangible or intangible, including shares of stock
in First-Citizens Bank & Trust Company, even though such retention would not be
appropriate apart from this provision and even though such property may not be
income-producing or may be a wasting asset. Trustees are hereby relieved from
any and all liability for any loss or depreciation arising out of such
retention. Trustees are also hereby relieved from any and all liabilities and
restrictions which would otherwise be imposed upon them by Article 5 entitled
"Uniform Trust Act" of Chapter 36 of the General Statutes of North Carolina.
Trustees are expressly given the power, subject to the limitations set forth in
this agreement (including, but not limited to, the restrictions hereinafter set
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forth in Article VII), to purchase, hold, and vote shares of stock, bonds or
other securities of First-Citizens Bank & Trust Company, or the stock, bonds or
other securities of any affiliate of First-Citizens Bank & Trust Company.
Section 2. Separate Duties of Corporate and Individual
Trustees. The powers, duties, and authorities of the Trustees shall be exercised
jointly; provided, however, unless Individual Trustee gives Corporate Trustee
written notice to the contrary, the following powers and duties, except as
otherwise provided in this trust agreement, may be exercised by corporate
Trustee alone:
a. To keep the books and records of the trust;
b. To open bank accounts and draw checks thereon;
c. To employ attorneys and accountants;
d. To list property for taxation and prepare and file
federal, state, municipal and county tax returns;
e. To collect claims and debts due the trust and give
receipts therefor;
f. To pay claims against and debts of the trust;
g. To compromise claims in favor of or against the
trust;
h. To have custody of property of the trust.
Except as otherwise provided, Individual Trustee may similarly
delegate any other power, duty or authority to Corporate Trustee by written
agreement signed by all Trustees and filed with the trust records provided said
delegation causes no tax liability to the trust or anyone interested in the
trust. Any such delegation or delegations shall remain effective for the time
therein specified or until earlier revocation by Individual Trustee by a written
notice delivered to Corporate Trustee and filed with the records of the trust.
Section 3. Power to Minimize Taxes. The Trustees may upon
permission from a majority of the then current income beneficiaries surrender,
disclaim, release, relinquish or amend, either in whole or in part, or reduce in
scope any administrative provision of the trust which causes unanticipated tax
liability, or
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conform the administrative provisions of the trust to the requirements of the
taxing authorities. The Trustees, therefore, are expressly authorized to enter
into any and all agreements with the Internal Revenue Service or any other
governmental body or official or from time to time execute any declaration of
policy or disclaimers restricting the discretion given them as, determined in
the discretion of the Trustees, will tend to minimize the taxes engendered by
the trust.
Section 4. Limitations on Trustees' Powers. Notwithstanding
anything herein to the contrary, no power of the Trustees enumerated herein or
now or hereafter conferred upon trustees generally shall be construed to enable
the Grantor, or Trustees or either of them, or both of them together, or any
other person to purchase, exchange, or otherwise deal with or dispose of all or
any part of the corpus or income of the trust for less than an adequate
consideration in money or monies worth, or to the extent prohibited by Section
675 of the Internal Revenue Code of 1954, as amended, to enable the Grantor to
borrow all or any part of the corpus or income of the trust, directly or
indirectly, without adequate interest or security, or to allow the Grantor
directly or indirectly to borrow either corpus or income from the trust and not
completely repay such loan, including any interest, before the beginning of the
taxable year. No part of the corpus or income of the trust property shall be
used for or applied to the payment of premiums upon policies of insurance on the
life of the Grantor. Trustees shall neither have nor exercise the power to vote
or direct the voting of any shares or other securities of the trust except as
expressly directed in a signed, written authorization by a majority of the then
current income beneficiaries; nor shall the Trustees have or exercise the power
to purchase or sell any trust assets, including stock or securities, without
written and signed authorization from a majority of the then current income
beneficiaries. A majority of the then current income beneficiaries shall have
the power to cause trust assets (including stock, securities, real estate, or
any other type of
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property) to be sold or purchased (for either cash or on credit and, if
necessary, to use borrowed funds), by so indicating their intention in a signed,
written request delivered to the Trustees; provided, however, that the said
power of the beneficiaries to cause assets to be sold or purchased shall be
subject to the express approval of the Individual Trustee. For purposes of this
Section, the signed written authorization, direction or request of a minor
beneficiary shall be of equal force and effect as if said beneficiary had
attained the age of majority. The Trustees shall be relieved from any and all
liability for any loss or decrease in value in the trust estate that may result
from following such written directions of a majority of said income
beneficiaries.
ARTICLE IV
ADMINISTRATIVE PROVISIONS
Section 1. Records and Accounting. The Corporate Trustee shall
maintain adequate books and records reflecting all income and corpus
transactions, which books and records shall be open at all reasonable times to
the inspection of the then current income beneficiaries or the guardian or
person having custody of any minor or incompetent beneficiary. The Corporate
Trustee shall furnish at least annual statements of all receipts, disbursements
and transactions to the Grantor during his lifetime, to each adult beneficiary,
and to the guardian or person having custody of any minor or incompetent
beneficiary.
Section 2. Bond. No Trustee shall be required to furnish any
bond or surety for the performance of duties as trustee hereunder.
Section 3. Compensation. Individual Trustee shall receive no
compensation for her services hereunder but shall be entitled to reimbursements
or advancements for all expenses incurred in performing the duties of trustee
hereunder. Corporate Trustee, as compensation for its services as trustee
hereunder, shall receive the commissions stipulated in its regularly adopted
schedule of compensation in effect and applicable at the time of performance of
such services.
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ARTICLE V
SUCCESSOR TRUSTEES
Section 1. Resignation and Removal of Trustees. A trustee may
resign at any time by giving thirty (30) days' notice of such resignation to
Grantor, if living, and if not, to the then current income beneficiaries or
their guardians; provided, however, the Corporate Trustee shall not resign until
a successor trustee is appointed. Any successor trustee shall qualify under the
provisions set forth below in Section 3 of this Article. Grantor, during his
lifetime, and a majority of the then current income beneficiaries thereafter,
shall have the right to remove any trustee with or without cause by giving
thirty (30) days' notice of such removal to such trustee.
Section 2. Successor Trustee. The Grantor, during his
lifetime, and thereafter a majority of the then current income beneficiaries,
shall have the right to appoint a qualified successor trustee in the event of
the death, disability, resignation or removal of an acting trustee or in the
event any person named herein as Trustee (including XXXXX X. HOLDING who is
named in Section 4 of Article II) is unable or fails for any reason to serve as
Trustee. Each successor trustee shall be appointed by a written instrument filed
with the records of the trust. If the Individual Trustee dies, resigns, is
removed, or becomes disabled and no successor is so appointed, the Corporate
Trustee may serve alone.
Section 3. Qualifications. A successor trustee may be (a) an
individual, or (b) a trust company or bank qualified to act as such in North
Carolina, and having combined capital and surplus of not less than Ten Million
Dollars ($10,000,000.00). Neither the Grantor nor any beneficiary shall act as
trustee and no more than one-half (1/2) of the trustees shall be a "related or
subordinate party," as defined by Section 672(c) of the Internal Revenue Code of
1954, as amended (or other similar statute then in force).
Section 4. Powers of Successor Trustee. A successor trustee
shall be vested with the same rights, powers and privileges
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of a predecessor trustee. A successor trustee shall have no responsibility or
accountability for the act of a predecessor trustee.
ARTICLE VI
SPENDTHRIFT PROVISION
To the extent permitted by law, the interests of the
beneficiaries shall not be subject to assignment, alienation, pledge,
attachment, or claims of creditors, and shall not otherwise be voluntarily or
involuntarily alienated or encumbered by any such beneficiary.
ARTICLE VII
VOTING OF STOCK HELD FOR BENEFIT OF
CHILDREN OF XXXXX X. HOLDING OR THEIR ISSUE
If at any time there shall be any shares of First-Citizens
Bank & Trust Company or any affiliate thereof or successor thereto held as a
part of the trust established for the benefit of the children of Grantor's
brother, XXXXX X. HOLDING, or their blood issue, pursuant to the provisions of
Article II, Section 4, such shares shall be voted by the Trustee as directed by
a majority of XXXXX XXXXX HOLDING, JR., XXXX XXX HOLDING, XXXXXX XXXXXXX
HOLDING, XXXXXX XXXXXXXX HOLDING, and XXXXXXXXX XXXXXX HOLDING, or the survivors
of them.
ARTICLE VIII
IRREVOCABILITY
This agreement and the trust hereby created shall be
irrevocable, and the Grantor hereby expressly acknowledges that he shall have no
right or power, whether alone or in conjunction with others, in whatever
capacity, to alter, amend, revoke or terminate the trust, or any of the terms of
this agreement, in whole or in part, or to designate the persons who shall
possess or enjoy the trust property or income therefrom. By this instrument, the
Grantor intends to and does hereby relinquish absolutely and forever, all
possession or enjoyment of, all right to the income from the trust property,
whether directly or indirectly or
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constructively, and every interest of any nature in the trust property.
ARTICLE IX
DEFINITIONS
Section 1. Trustees. "Trustees" shall include the trustees
herein appointed (including, whenever the context so requires, XXXXX X. HOLDING)
and any successor Trustees.
Section 2. Death. The death of any person shall be evidenced
by presentation of a certified copy of such person's death certificate to the
Trustees.
Section 3. Blood Issue. The term "blood issue as used in this
instrument, means natural lineal descendants in any degree of an indicated
person and does not include adopted children, stepchildren, or xxxxxx children
and their issue.
Section 4. Interpretation. Whenever used herein, and to the
extent appropriate, the masculine, feminine or neuter gender shall include the
other two genders, the singular shall include the plural, and the plural shall
include the singular.
Section 5. Child. The term "child" or "children" as used in
this instrument, shall include only blood descendants in the first degree of the
ancestor to whom the term refers; adopted children, stepchildren, and xxxxxx
children are excluded.
ARTICLE X
MISCELLANEOUS PROVISIONS
Section 1. Governing Law. Notwithstanding that the Grantor or
the beneficiaries may now or at any future time be domiciled elsewhere than in
the State of North Carolina, this agreement shall be regarded for all purposes
as a North Carolina document; the validity and construction hereof shall be
determined and governed in all respects by the laws of the State of North
Carolina; and the trust, powers and provisions herein contained shall be
administered, exercised, and carried into effect according to the laws of the
State of North Carolina.
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Section 2. Unborn Person. A person en xxxxxx xx mere shall be
considered as in being, provided said person is subsequently born alive.
Section 3. Good Faith Disbursements. Until and unless Trustees
receive actual notice of any event upon which right to payment from this trust
may depend, Trustees shall incur no liability to persons whose interests may
have been affected by such event for disbursements made in good faith.
Section 4. Invalid Provision. If any provision of this
agreement shall be invalid or unenforceable, the remaining provisions shall
continue to be fully effective.
Section 5. Notices. Whenever any notice, demand, request or
other communication is given or required to be given upon the Trustees, Grantor
or beneficiaries under this agreement, each such notice, demand, request or
other communication shall be in writing, and, any law or statute to the contrary
notwithstanding, shall not be effective for any purpose unless the same shall be
given or served by personally delivering such writing or by mailing it by
registered or certified mail, return receipt requested, to the person to whom it
is directed (unless such notice, demand, request or other communications is
waived or accepted by the person entitled thereto).
Any such notice, demand, request or other communication shall
be deemed to have been given at the time it was duly deposited in any office of
the United States Postal Service.
Section 6. Paragraph Headings. The paragraph headings are for
convenience of reference only and shall not be deemed a part of this agreement.
Section 7. Acceptance by Trustees. Trustees acknowledge
receipt from the Grantor of the properties described in the attached Exhibit A,
and do hereby accept this trust upon the terms set forth in this agreement.
IN WITNESS WHEREOF, and in triplicate originals, the Grantor
and the Individual Trustee have hereunto set their hands and seals, and the
Corporate Trustee has caused this agreement to
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be signed by one of its Vice Presidents and Trust Officers and attested by its
(Assistant) Secretary and its corporate seal to be affixed, all as of this 26th
day of April, 1979.
Grantor:
/s/ Xxxxx X. Holding (SEAL)
Xxxxx X. Holding
Individual Trustee:
/s/ Xxxxxxx X. Holding (SEAL)
Xxxxxxx X. Holding
Corporate Trustee:
ATTEST: FIRST-CITIZENS BANK & TRUST COMPANY
/s/ J. Xxxxx Xxxxxx By/s/ X. X. Xxxxxxxx, Xx.
(Assistant) Secretary Senior Vice President and
Trust Officer
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxx X. Xxxxxxx (Xxxxx), a Notary Public in and for said
County and State, do hereby certify that XXXXX X. HOLDING personally appeared
before me this day and acknowledged the due execution of the foregoing
instrument.
WITNESS my hand and notarial seal, this 26th day of April,
1979.
/s/ Xxxxx X. Xxxxxxx (Xxxxx)
Notary Public
My Commission Expires: September 18, 1979
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STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxx X. Xxxxxxx (Xxxxx), a Notary Public in and for said
County and State, do hereby certify that XXXXXXX X. HOLDING personally appeared
before me this day and acknowledged the due execution of the foregoing
instrument.
WITNESS my hand and notarial seal, the 26th day of April,
1979.
/s/ Xxxxx X. Xxxxxxx (Xxxxx)
Notary Public
My Commission expires: September 18, 1979
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxx X. Xxxxxxxxxxx, a Notary public in and for the County
and State aforesaid, do hereby certify that on the 26th day of April, 1979,
before me personally appeared X. X. XXXXXXXX, XX., with whom I am personally
acquainted, who, being by me first duly sworn, says that he is a Vice president
and Trust Officer and that J. XXXXX XXXXXX is (Assistant) Secretary of
First-Citizens Bank & Trust Company, the corporation described in and which
executed the foregoing instrument; that he knows the common seal of said
corporation; that the seal affixed to the foregoing instrument is said common
seal; that the name of the corporation was subscribed thereto by the said Vice
president and Trust Officer; that the said Vice President and Trust Officer and
the (Assistant) Secretary subscribed their names thereto and the said common
seal was affixed, all by order of the Board of Directors of said corporation;
and that the said instrument is the act and deed of said corporation.
WITNESS my hand and notarial seal, this the 26th day of April,
1979.
/s/ Xxxxx X. Xxxxxxxxxxx
Notary Public
My Commission expires: December 23, 1983
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ACCEPTANCE OF XXXXX X. HOLDING, TRUSTEE
XXXXX X. HOLDING hereby accepts appointment as Trustee of the
trust established pursuant to the provisions of ARTICLE II, Section 4 of the
foregoing Trust Agreement for the benefit of the children and the blood issue of
the children of Xxxxx X. Holding and agrees to act and to administer said trust
in accordance with its terms and provisions.
This 26th day of April, 1979.
/s/ Xxxxx X. Holding (SEAL)
Xxxxx X. Holding
19
EXHIBIT A
TO
XXXXX X. HOLDING
IRREVOCABLE TRUST AGREEMENT
FOR
XXXXXXXX XXXXXX HOLDING
1,104 shares of the common stock of First-Citizens
Bank & Trust Company
XXXXXXX X. HOLDING and FIRST-CITIZENS BANK & TRUST COMPANY,
Trustees, acknowledge receipt of the foregoing property for the purposes set
forth in the foregoing Irrevocable Trust Agreement of which this page is
specifically made a part.
This the 26th day of April, 1979.
/s/ Xxxxxxx X. Holding (SEAL)
Xxxxxxx X. Holding, Trustee
ATTEST: FIRST-CITIZENS BANK & TRUST COMPANY
Trustee
/s/ J. Xxxxx Xxxxxx By /s/ X. X. Xxxxxxxx, Xx.
Appendix to Exhibit 7(d)
STATE OF NORTH CAROLINA
COUNTY OF WAKE
NOTICE OF REMOVAL OF TRUSTEE,
APPOINTMENT OF SUCCESSOR TRUSTEE AND
ACCEPTANCE OF APPOINTMENT AS SUCCESSOR TRUSTEE
TO: First-Citizens Bank & Trust Company, Xxxx Xxxxxx Xxx 000, Xxxxxxx,
Xxxxx Xxxxxxxx 00000
RE: Irrevocable Trust Agreement for the Primary Benefit of Xxxxxxxx Xxxxxx
Holding, dated April 26, 1979 between Xxxxx X. Holding as Grantor and
First-Citizens Bank & Trust Company and Xxxxxxx X. Holding as Trustees.
Pursuant to the authority granted under Section 1 of Article V
of the above-referenced Trust Agreement, the undersigned XXXXX X. HOLDING,
hereby removes FIRST-CITIZENS BANK & TRUST COMPANY as Corporate Trustee,
effective thirty (30) days from the date of the delivery of this Notice.
Further, pursuant to the authority granted in Section 2 in
Article V thereof, the undersigned XXXXX X. HOLDING hereby appoints XXXXXX X.
XXXXXXXXX to serve as Successor Co-Trustee in the place and stead of
FIRST-CITIZENS BANK & TRUST COMPANY.
The undersigned, XXXXXX X. XXXXXXXXX, accepts the appointment
as Successor Co-Trustee of the above-referenced Trust Agreement, effective upon
the effective date of the removal of FIRST-CITIZENS BANK & TRUST COMPANY, and
agrees to hold, administer and distribute all of the trust assets in accordance
with the terms and provisions of the above-referenced Trust Agreement upon
delivery of the Trust assets to me.
This 30 day of January, 1991.
/s/ Xxxxx X. Holding (SEAL)
XXXXX X. HOLDING
/s/ Xxxxxx X. Xxxxxxxxx (SEAL)
XXXXXX X. XXXXXXXXX
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxx Xxxxxx, a Notary Public in and for said County and
State, do hereby certify that XXXXX X. HOLDING personally appeared before me
this day and acknowledged the due execution of the foregoing instrument.
WITNESS my hand and notarial seal, this the 28 day of January,
1991.
/s/ Xxxxx Xxxxxx
Notary Public
My Commission Expires:
January 6, 1992
STATE OF NORTH CAROLINA
COUNTY OF MECKLENBURG
I, Xxxxx X. Xxxxxxxxx, a Notary Public in and for said County
and State, do hereby certify that XXXXXX X. XXXXXXXXX personally appeared before
me this day and acknowledged the due execution of the foregoing instrument.
WITNESS my hand and notarial seal, this the 30 day of January,
1991.
/s/ Xxxxx X. Xxxxxxxxx
Notary Public
My Commission Expires:
2/24/93
