The Voting Trustee Clause Samples
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The Voting Trustee. (a) shall hold the Voting Trust Shares in accordance with this Agreement;
(b) except for the right to vote the Voting Trust Shares, shall not have any beneficial interest in the Voting Trust Shares; and
(c) acknowledges that, except as otherwise set out in this Agreement, the beneficial ownership of the Voting Trust Shares remains at all times with the Shareholder.
The Voting Trustee accepts the trust hereunder and agrees to perform the same upon the terms and conditions hereof.
The Voting Trustee. The Voting Trustee shall receive no compensation for his services as Voting Trustee. The Voting Trustee shall not be required to give a bond for the discharge of his duties as Voting Trustee. The Voting Trustee shall have no liability for any acts or omissions in good faith and in the absence of gross negligence. Each registered holder of a voting trust certificate, by his acceptance thereof, agrees to indemnify the Voting Trustee against any liability he may incur by reason of his actions or omissions in good faith and in the absence of gross negligence.
The Voting Trustee. (a) Subject to the provisions of this Agreement, the Voting Trustee shall manage the Voting Trust created hereby.
(b) The Voting Trustee shall be entitled to such compensation as the Company, the NASD and the Voting Trustee shall from time to time agree in writing for all services rendered by it hereunder (which compensation shall not be limited by any provision of law in regard to the compensation of a Voting Trustee of an express trust).
(c) The Voting Trustee is expressly authorized to incur and pay all reasonable, properly documented charges and other expenses that the Voting Trustee deems necessary and proper in the performance of the Voting Trustee's duties under this Agreement and the Company and NASD shall jointly and severally reimburse the Voting Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Voting Trustee in accordance with any provision of this Agreement (including the reasonable compensation and the expenses and disbursements of its agents and counsel), except any such expense, disbursement or advance as may be attributable to its gross negligence, willful misconduct or bad faith. The Company and the NASD, jointly and severally, shall indemnify the Voting Trustee for any and all loss, damage, claims, liability or expense, including taxes (other than taxes based upon, measured by or determined by the income of the Voting Trustee), arising out of or in connection with the acceptance or administration of the Voting Trust, including the costs and expenses of defending itself against any claim or liability in connection with the exercise or performance of any of its powers or duties hereunder, except to the extent that such loss, damage, claim, liability or expense is due to its own gross negligence, willful misconduct or bad faith.
(d) In acting hereunder, the Voting Trustee shall have only such duties as are specified herein and no implied duties shall be read into this Agreement, and the Voting Trustee shall not be liable for any act done, or omitted to be done, by it in the absence of its gross negligence, willful misconduct or bad faith. The Voting Trustee shall be free from liability to the Company or the NASD in acting or relying upon any writing, notice, certificate or document believed by the Voting Trustee in good faith after reasonable inquiry to be genuine and to have been signed by an authorized officer of the Company or the NASD, as the case may be.
(e) The Voting Trustee may ...
The Voting Trustee