Common use of Accounting by Trustee Clause in Contracts

Accounting by Trustee. Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) days following the close of each calendar year and within thirty (30) days after the resignation of Trustee, Trustee shall deliver to Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such resignation, as the case may be. In the absence of the filing in writing with the Trustee by the Company of exceptions or objections to any such account within ninety (90) days, the Company shall be deemed to have approved such account; in such case, or upon the written approval by the Company of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect to the fair market value of such insurance contracts.

Accounting by Trustee. Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company Visteon and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) 90 days following the close of each calendar year and within thirty (30) 45 days after the removal or resignation of Trustee, Trustee shall deliver to Company Visteon a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In the absence of the filing in writing with the Trustee by the Company Visteon of exceptions or objections to any such account within ninety (90) 90 days, the Company Visteon shall be deemed to have approved such account; in such case, or upon the written approval by the Company Visteon of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company Visteon of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination determinations of the issuer issuing insurance company of any insurance contracts with respect to the fair market value of such valuations for insurance contracts/policies.

Accounting by Trustee. The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trusteethe Company, which records may be audited annually (or at such other times as agreed by the Company Employee and the Trustee) by the Company or anyone named by the Company. Within thirty sixty (3060) days following the close of each calendar year and within thirty (30) days after the removal or resignation of the Trustee, the Trustee shall deliver to the Employee and the Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, investment receipts, disbursements disbursements, and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities cash and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In the absence of the filing in writing with the Trustee by the Employee or the Company of exceptions or objections to any such account within ninety (90) 90 days, the employee and the Company shall be deemed to have approved such account; in such case, or upon the written approval by the Employee or the Company of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company Employee of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination determinations of the issuer issuing insurance company of any insurance contracts with respect to the fair market value of such valuations for insurance contracts/policies.

Accounting by Trustee. (a) The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records for each sub-trust as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) , and such other Participant records as are contemplated by this Trust Agreement, including the Company or anyone named by maintenance of the Companyseparate accounts of each Participant under this Trust Agreement after a Change in Control. Within thirty (30) 90 days following the close of each calendar year and within thirty (30) 90 days after the removal or resignation of the Trustee, the Trustee shall deliver to the Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In the absence of the filing in writing with the Trustee by the Company of exceptions or objections to any such account If, within ninety (90) daysdays after the Trustee mails to the Company a statement with respect to the Trust, the Company has not given the Trustee written notice of any exception or objection thereto, the statement shall be deemed to have approved such account; been approved, and in such case, or upon the written approval by Trustee shall not be liable for any matters in such statements. In addition, as of the Company end of any each calendar month, within ten (10) business days after each such accountmonth end, the Trustee shall be released, relieved and discharged with respect deliver to all matters and things set the Company a written account setting forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations value of the Trust’s assets, together with such other information as shall be agreed upon between the Company of valuations for assets of and the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect to the fair market value of such insurance contractsTrustee.

Accounting by Trustee. The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, disbursements and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) 90 days following the close of each calendar year and within thirty (30) 90 days after the removal or resignation of the Trustee, the Trustee shall deliver to the Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In the absence of the filing in writing with Unless protested by written notice to the Trustee within 120 days of receipt thereof by the Company of exceptions or objections to Company, any such written account within ninety (90) days, the Company shall be deemed to have accepted and approved such account; in such case, or upon the written approval by the Company of any such accountCompany, and the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account discharged, as though if such account had been settled and allowed by the a judgment or decree of a court of competent jurisdiction, in an action or proceeding in which the Company and all persons having a beneficial interest in the Trust were parties. The Nothing contained in this Agreement shall deprive the Trustee may conclusively rely on determinations of or the Company of valuations the right to have a judicial settlement of its accounts. In any proceeding for assets a judicial settlement of the Trust Trustee's accounts, or for which instructions in connection with the Trust, the only necessary party thereto in addition to the Trustee deems there to shall be no readily determinable fair market value and on the determination of Company. If the issuer of Trustee or the Company so elects, it may bring in as a defendant party or parties any insurance contracts with respect to the fair market value of such insurance contractsother person or persons.

Accounting by Trustee. The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be madedone, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company Committee and the Trustee) . All such accounts, books and records shall be open to inspection and audit at all reasonable times by the Company Committee, the Corporation, an Employer, and, after a Change of Control and with respect to his separate account(s) only, by a Participant or anyone named by the Companyhis Beneficiary. Within thirty sixty (3060) days following the close of each calendar year fiscal quarter of the Corporation and within thirty sixty (3060) days after the resignation or removal of the Trustee, the Trustee shall deliver to Company the Committee, and after a Change of Control and with respect to his separate account(s) only, to each Participant or his Beneficiary, a written account of its administration of the Trust during such year quarter or during the period from the close of the last preceding year quarter to the date of such resignationresignation or removal, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year quarter or as of the date of such resignationresignation or removal, as the case may be. In the absence of the filing in writing with the Trustee by the Company Committee of exceptions or objections to any such account within ninety (90) 60 days, the Company Committee, or the Participant or his Beneficiary with respect to his separate account(s) after a Change of Control, shall be deemed to have approved such account; , and in such case, or upon the written approval by the Company Committee, or the Participant or his Beneficiary with respect to his separate account(s) after a Change of Control, of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect to the fair market value of such insurance contracts.

Accounting by Trustee. (a) Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between the Company and Trustee, which provided that, prior to a Change in Control, the Trustee may rely without further investigation on all reports of Investment Managers in the preparation of Trustee’s records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Companyrequired hereby. Within thirty ninety (3090) days following the close of each calendar year and within thirty sixty (3060) days after the removal or resignation of Trustee, Trustee shall deliver to the Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In Unless the absence of the filing Company objects in writing with the Trustee by the Company of exceptions or objections to any such item in the account within ninety (90) daysdays following its receipt thereof, the Company such account, or so much thereof as to which no objections have been made, shall be deemed to have approved such account; in such case, or upon the written approval by the Company of any such accountCompany. After a Change in Control, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations also provide copies of the Company of valuations for assets reports regarding the operation of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect required by this section to the fair market value of such insurance contractsCIC GPAC and if requested to do so by the CIC GPAC, to the Participants.

Accounting by Trustee. The Trustee shall keep accurate and detailed records and accounts of all investments, receipts, and disbursements, and other transactions hereunder, and all records, books, and accounts relating thereto shall be open to inspection by any person designated by the Sponsor at all reasonable times. As soon as reasonably practicable following the close of each annual accounting period of the Trust, and as soon as reasonably practicable after the resignation or removal of a Trustee has become effective, the Trustee shall file with the Sponsor a written account setting forth all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed effected by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) days following the close of each calendar year and within thirty (30) days after the resignation of Trustee, Trustee shall deliver to Company a written account of its administration of the Trust it during such year year, or during the period from the close part of the last preceding year to the date of such resignationthe resignation or removal is effective, setting forth all investmentsas the case may be, receipts, disbursements and other transactions effected by it, including containing a description of all securities and investments purchased and sold with sold, the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately)sale, and showing all cash, the securities and other property investments held in the Trust at the end of such year or period, and the cost of each item thereof as carried on the books of the date of such resignationTrustee. Except as provided in Sections 5.3(f), as the case may be. In the absence of the filing in writing with the Trustee by the Company of exceptions or objections to any such account within ninety (905.4(j) days, the Company shall be deemed to have approved such account; in such case, or upon the written approval by the Company of any such accountand 5.5(n), the Trustee shall be releaseddetermine in good faith the fair market value of the Trust Fund no less often than annually, relieved assuming an orderly liquidation at the time of such determination if no market value is readily available. If there is a disagreement between the Trustee and discharged with respect anyone as to all matters and things set forth any act or transaction reported in such an accounting, the Trustee shall have the right to have its account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee shall make such other reports as may conclusively rely on determinations of be agreed upon with the Company of valuations for assets of Sponsor. The Trustee shall retain its records relating to the Trust as long as necessary for which the Trustee deems there to be no readily determinable fair market value proper administration thereof and on the determination of the issuer of at least for any insurance contracts with respect to the fair market value of such insurance contractsperiod required by applicable law.

Accounting by Trustee. The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be madedone, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company Committee and the Trustee) . All such accounts, books and records shall be open to inspection and audit at all reasonable times by the Company Committee, the Committee's representatives or anyone named by the Companyagents. Within thirty one hundred and twenty (30120) days following the close of each calendar year quarter and within thirty one hundred and twenty (30120) days after the removal or resignation of the Trustee, the Trustee shall deliver to Company the Committee a written account of its administration of the Trust during such year quarter or during the period from the close of the last preceding year quarter to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions actions effected by it, including a description of all securities and investments purchased and sold sold, with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year quarter or as of the date of such removal or resignation, as the case may be. In the absence The written approval of the filing in writing with the Trustee any accounting by the Company of exceptions or objections to any such account within ninety (90) days, the Company Committee shall be deemed to have approved such account; in such case, or upon the written approval by the Company of any such account, the Trustee shall be released, relieved and discharged with respect final as to all matters and things set forth transactions stated or shown therein and binding upon the Committee and all persons who then shall be or then after shall become interested in such account as though such account had been settled by the decree of a court of competent jurisdictionthis Trust. The Trustee may conclusively rely on determinations Failure of the Company of valuations for assets of Committee to notify the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer trustee within 180 days after receipt of any insurance contracts with respect to the fair market value accounting of its disapproval of such insurance contractsaccounting shall be the equivalent of written approval.

Accounting by Trustee. The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) 90 days following the close of each calendar year and within thirty (30) 60 days after the removal or resignation of the Trustee, the Trustee shall deliver to the Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In Upon the absence expiration of thirty (30) days from the date of filing in writing with the Trustee by the Company of exceptions or objections to any such account within ninety (90) days, the Company shall be deemed to have approved such account; in such case, or upon the written earlier specific approval thereof by the Company of any such accountCompany, the Trustee shall be released, relieved forever released and discharged from all liability and accountability to the Employer with respect to all matters the propriety of its acts and things set forth transactions shown in such account, except with respect to any such acts or transactions as to which the Company shall, within such thirty (30) day period, file written objections with the Trustee. Nothing herein contained, however, shall be deemed to preclude the Trustee of its right to have its account as though such account had been judicially settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect to the fair market value of such insurance contracts.

Accounting by Trustee. The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be madedone, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company Committee and the Trustee) . All such accounts, books and records shall be open to inspection and audit at all reasonable times by the Company Committee, the Corporation, and, after a Change of Control and with respect to his separate account(s) only, by a Participant or anyone named by the Companyhis Beneficiary. Within thirty sixty (3060) days following the close of each calendar year fiscal quarter of the Corporation and within thirty sixty (3060) days after the resignation or removal of the Trustee, the Trustee shall deliver to Company the Committee, and after a Change of Control and with respect to his separate account(s) only, to each Participant or his Beneficiary, a written account of its administration of the Trust during such year quarter or during the period from the close of the last preceding year quarter to the date of such resignationresignation or removal, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year quarter or as of the date of such resignationresignation or removal, as the case may be. In the absence of the filing in writing with the Trustee by the Company Committee of exceptions or objections to any such account within ninety (90) 60 days, the Company Committee, or the Participant or his Beneficiary with respect to his separate account(s) after a Change of Control, shall be deemed to have approved such account; , and in such case, or upon the written approval by the Company Committee, or the Participant or his Beneficiary with respect to his separate account(s) after a Change of Control, of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect to the fair market value of such insurance contracts.

Accounting by Trustee. Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) 60 days following the close of each calendar year and within thirty (30) 60 days after the removal or resignation of Trustee, Trustee shall deliver to Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In The Company may approve the absence account either by written notice of approval delivered to the Trustee or by failure to object in writing to the Trustee within 90 days from the date on which the account was delivered to the Trustee. Upon receipt of written approval of the filing in writing with the Trustee by the Company of exceptions or objections to any such account within ninety (90) days, the Company shall be deemed to have approved such account; in such case, or upon the expiration of the 90-day period without written approval by objections, the Company of any such accountaccount shall be approved, and the Trustee shall be released, relieved released and discharged with respect to all matters and things set forth in such the account as though such if the account had been settled and allowed by the a decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which Nothing herein contained, however, shall be deemed to preclude the Trustee deems there of its right to be no readily determinable fair market value and on the determination have its account settled by a court of the issuer of any insurance contracts with respect to the fair market value of such insurance contractscompetent jurisdiction.

Accounting by Trustee. Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty (30) days following the close of each calendar year and within thirty (30) days after the resignation of Trustee, Trustee shall deliver to Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such resignation, as the case may be. In the absence of the filing in writing with the Trustee by the Company of exceptions or objections to any such account within ninety (90) days, the Company shall be deemed to have approved such account; in such case, or upon the written approval by the Company of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination of the issuer of any insurance contracts with respect to the fair market value of such insurance contracts.competent

Accounting by Trustee. Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made, including such specific records as shall be agreed upon in writing between Company and Trustee, which records may be audited annually (or at such other times as agreed by the Company and the Trustee) by the Company or anyone named by the Company. Within thirty one hundred twenty (30120) days following the close of each calendar year and within thirty ninety (3090) days after the removal or resignation of Trustee, Trustee shall deliver to Company a written account of its administration of the Trust during such year or during the period from the close of the last preceding year to the date of such removal or resignation, setting forth all investments, receipts, disbursements and other transactions effected by it, including a description of all securities and investments purchased and sold with the cost or net proceeds of such purchases or sales (accrued interest paid or receivable being shown separately), and showing all cash, securities and other property held in the Trust at the end of such year or as of the date of such removal or resignation, as the case may be. In the absence of the filing in writing with the Trustee by the Company of exceptions or objections to any such account within ninety (90) days90 days following the receipt of such accounting, the Company shall be deemed to have approved such account; in such case, or upon the written approval by the Company of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. The Trustee may conclusively rely on determinations of the Company of valuations for assets of the Trust for which the Trustee deems there to be no readily determinable fair market value and on the determination determinations of the issuer issuing insurance company of any insurance contracts with respect to the fair market value of such valuations for insurance contracts/policies.