Common use of Issue and Ownership of the Voting Share Clause in Contracts

Issue and Ownership of the Voting Share. Parent hereby issues to and deposits with the Trustee the Voting Share to be hereafter held of record by the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries and in accordance with the provisions of this Agreement. Parent hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of US$0.01 and other good and valuable consideration (and the adequacy thereof) for the issuance of the Voting Share by Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall have control and the exclusive administration of the Voting Share and shall be entitled to exercise all of the rights and powers of an owner with respect to the Voting Share, provided that the Trustee shall: (a) hold the Voting Share and all the rights related thereto as trustee solely for the use and benefit of the Beneficiaries in accordance with the provisions of this Agreement; and (b) except as specifically authorized by this Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Voting Share and the Voting Share shall not be used or disposed of by the Trustee for any purpose other than the purposes for which this Trust is created pursuant to this Agreement.

Appears in 2 contracts

Sources: Voting and Exchange Trust Agreement (Stifel Financial Corp), Voting and Exchange Trust Agreement (Thomas Weisel Partners Group, Inc.)

Issue and Ownership of the Voting Share. Parent In consideration of the granting and transfer of the Call Rights to Applied by the Holders, which grant and transfer is hereby ratified and confirmed by the Trustee for and on behalf of the Holders, Applied hereby issues to and deposits with the Trustee the Voting Share to be hereafter held of record by the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries Holders and in accordance with the provisions of this Agreement. Parent Applied hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries Holders of US$0.01 and other good and valuable consideration (and the adequacy thereof) for the issuance of the Voting Share by Parent Applied to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall have control possess and the exclusive administration be vested with full legal ownership of the Voting Share and shall be entitled to exercise all of the rights and powers of an owner with respect to the Voting Share, provided that the Trustee shall: (a) hold the Voting Share and all the rights related legal title thereto as trustee solely for the use and benefit of the Beneficiaries Holders in accordance with the provisions of this Agreement; and (b) except as specifically authorized by this Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Voting Share and the Voting Share shall not be used or disposed of by the Trustee for any purpose other than the purposes for which this Trust is created pursuant to this Agreement.

Appears in 1 contract

Sources: Voting and Exchange Trust Agreement (Applied Cellular Technology Inc)

Issue and Ownership of the Voting Share. Parent hereby issues to and deposits with the Trustee the Voting Share to be hereafter held of record by the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries and in accordance with the provisions of this Agreement. Parent hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of US$0.01 and other good and valuable consideration (and the adequacy sufficiency thereof) for the issuance of the Voting Share by Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall have control possess and the exclusive administration be vested with full legal ownership of the Voting Share and shall be entitled to exercise all of the rights and powers of an owner with respect to the Voting Share, provided that the Trustee shall: (a1) hold the Voting Share and all the rights related legal title thereto as trustee solely for the use and benefit of the Beneficiaries in accordance with the provisions of this Agreement; and (b2) except as specifically authorized by this Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Voting Share and the Voting Share shall not be used or disposed of by the Trustee for any purpose other than the purposes for which this Trust is created pursuant to this Agreement.

Appears in 1 contract

Sources: Voting and Exchange Trust Agreement (Photon Dynamics Inc)

Issue and Ownership of the Voting Share. Parent PASW hereby issues to and deposits with the Trustee the Voting Share to be hereafter held of record by the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries Holders and in accordance with the provisions of this Agreement. Parent PASW hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries Holders of US$0.01 and other good and valuable consideration (and the adequacy thereof) for the issuance transfer of the Voting Share by Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall have control possess and the exclusive administration be vested with full legal ownership of the Voting Share and shall be entitled to exercise all of the rights and powers of an owner with respect to the Voting Share, provided that the Trustee shall: (a) hold the Voting Share and all the rights related legal title thereto as trustee solely for the use and benefit of the Beneficiaries Holders in accordance with the provisions of this Agreement; , and (b) except as specifically authorized by this Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Voting Share and the Voting Share shall not be used or disposed of by the Trustee for any purpose other than the purposes for which this Trust is created pursuant to this Agreement.

Appears in 1 contract

Sources: Voting Trust and Exchange Rights Agreement (Pasw Inc)

Issue and Ownership of the Voting Share. The Parent hereby issues to and deposits with the Trustee the Voting Share to be hereafter held of record by the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries and in accordance with the provisions of this Agreement. Parent hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries beneficiaries of US$0.01 and other good and valuable consideration (and the adequacy sufficiency thereof) for the issuance of the Voting Share by the Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall have control possess and the exclusive administration be vested with full legal ownership of the Voting Share and shall be entitled to exercise all of the rights and powers of an owner with respect to the Voting Share, provided that the Trustee shall: : (a) hold the Voting Share and all the rights related legal title thereto as trustee solely for the use and benefit of the Beneficiaries in accordance with the provisions of this Agreement; and and (b) except as specifically authorized by this Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Voting Share and the Voting Share shall not be used or disposed of by the Trustee for any purpose other than the purposes for which this Trust is created pursuant to this Agreement.

Appears in 1 contract

Sources: Voting and Exchange Trust Agreement (Autodesk Inc)

Issue and Ownership of the Voting Share. The Parent hereby issues to and deposits with the Trustee the Voting Share to be hereafter held of record by the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries and in accordance with the provisions of this Agreement. Parent hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries beneficiaries of US$0.01 and other good and valuable consideration (and the adequacy sufficiency thereof) for the issuance of the Voting Share by the Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall have control possess and the exclusive administration be vested with full legal ownership of the Voting Share and shall be entitled to exercise all of the rights and powers of an owner with respect to the Voting Share, provided that the Trustee shall: (a) hold the Voting Share and all the rights related legal title thereto as trustee solely for the use and benefit of the Beneficiaries in accordance with the provisions of this Agreement; and (b) except as specifically authorized by this Agreement, have no power or authority to sell, transfer, vote or otherwise deal in or with the Voting Share and the Voting Share shall not be used or disposed of by the Trustee for any purpose other than the purposes for which this Trust is created pursuant to this Agreement.

Appears in 1 contract

Sources: Voting and Exchange Trust Agreement (Discreet Logic Inc)