Distributions from Trust. Distributions from the Beneficiary’s Sub-trust account may be made during the life of the Beneficiary in accordance with the provisions of the Trust and as follows:
Distributions from Trust. The Committee may at any time prior to a Change of Control direct that the Shares and any other property (“Non-Share Interests”) credited to a Participant’s Share Award Account be distributed from the Trust. If not earlier distributed in accordance with the foregoing sentence, upon the termination of a Participant’s employment prior to a Change of Control, such Participant (or, in the event of his death, his Beneficiary) shall be entitled to a distribution from the Trust of all Shares and Non-Share Interests credited to his Share Award Account; provided that, so long as such direction shall not cause the Company or its Subsidiaries to breach any covenant or otherwise incur a default under any credit or other financing agreement to which it is a party, the Company may direct the Trustee to pay the Participant (or his Beneficiary) the Cash Value of such Shares in lieu of a distribution in Shares. Notwithstanding the foregoing, in the case of any Participant whose employment terminated prior to the Original Restatement Date and, as of the Original Restatement Date, whose Share Award Account is credited with Shares, such Shares and Non-Share Interests credited to such Account shall be distributed to such Participant as soon as administratively practicable following the Original Restatement Date, but in any event, no later than one year from such Date.
Distributions from Trust. 2.01 The Company shall deliver to Trustee a schedule (the "Distribution Schedule") that indicates the number of shares to be distributed in respect of each Qualified Participant or his or her beneficiaries, that provides a formula or other instructions acceptable to the Trustee for determining the shares distributable, the form in which such benefit is to be distributed, and the time of distribution. Except as otherwise provided herein, Trustee shall make distributions to a Qualified Participant or his or her beneficiaries in accordance with such Distribution Schedule. The Trustee shall make provision for the reporting and withholding of any federal, state or local taxes that may be required to be withheld with respect to the distribution of benefits pursuant to the terms of any written agreement between the Company and the Qualified Participant and shall pay amounts withheld to the appropriate taxing authorities or determine that such amounts have been reported, withheld and paid by the Company.
Distributions from Trust. Upon the termination of a Participant’s employment prior to a Change of Control and on or after January 1, 2005, such Participant (or, in the event of his death, his Beneficiary) shall be entitled to distribution from the Trust of all Shares and any other property (“Non-Share Interests”) credited to his Share Award Account; provided that, so long as such direction shall not cause the Company or its Subsidiaries to breach any covenant or otherwise incur a default under any credit or other financing agreement to which it is a party, the Company may direct the Trustee to pay the Participant (or his Beneficiary) the Cash Value of such Shares in lieu of a distribution in Shares. Such distribution shall be made in a single lump sum ten (10) business days following the Participant’s termination of employment, except that, if the Participant is a “key employee” within the meaning of 416(i) of the Code, such lump sum payment shall be made six months following the date of the Participant’s termination of employment.
Distributions from Trust. The Trustee shall pay benefits and expenses (other than taxes and Trustee compensation and expenses) from the Trust Fund only upon the written direction of the Plan Administrator.
Distributions from Trust. The Plan Administrator may at any time prior to a Change of Control direct that the Shares and any other property (“Non-Share Interests”) credited to a Participant’s Share Award Account be distributed from the Trust. If not earlier distributed in accordance with the foregoing sentence, upon the termination of a Participant’s membership on the Board, other than a termination for cause, prior to a Change of Control, such Participant (or, in the event of his death, his Beneficiary) shall be entitled to a distribution from the Trust of all Shares and Non-Share Interests credited to his Share Award Account. In the event that a Participant’s membership on the Board is terminated for cause, such Participant shall forfeit all interest to his or her Share Award Account and any Shares in such account shall revert back to the Company.
Distributions from Trust. On February 1 of each calendar year after 2005, the Trustee shall distribute to each Participant identified by the Company as having elected (in accordance with the terms of the Plan) annual distributions of amounts related to dividends payable on Shares an amount equal to the balance in the Participant’s Dividend Sub-Account. Upon the termination of a Participant’s membership on the Board from and after January 1, 2005, other than a termination for cause, prior to a Change of Control, such Participant (or, in the event of his death, his Beneficiary) shall be entitled to a distribution from the Trust of all Shares and any other property (“Non-Share Interests”) credited to his Share Award Account, based on the value of such Share Award Account on the date of such termination of Board membership. Such distribution shall be made in a single lump sum ten (10) business days following the Participant’s termination of Board membership. In the event that a Participant’s membership on the Board is terminated for cause, such Participant shall forfeit all interest to his or her Share Award Account and any Shares in such account shall revert back to the Company.
Distributions from Trust. (a) Subject to Section 14 hereof and as directed by the Grantor, the Trustee shall make distributions of Trust assets to the Executives (and/or their respective Beneficiaries) to pay benefits under the Plan at the time and in the amount payment of benefits is provided for under the Plan, as determined by the Grantor or a qualified independent actuary selected by the Grantor. The Trustee shall not be entitled to withhold or offset against such payments by reason of any defense or claim that the Grantor may otherwise have with respect thereto.
Distributions from Trust. The Company may cause the distribution of Common Stock under this Agreement to be made, in whole or in part, by the Trust in accordance with the terms of the Trust Agreement. Any distribution by the Trust shall be in satisfaction of the obligations of the Company under the Plan and this Agreement. Notwithstanding the establishment of the Trust, and any contributions made by the Company to the Trust, the Company shall remain obligated to make all distributions under this Agreement, except to the extent such payments are made by the Trust in accordance with the Trust Agreement.
Distributions from Trust. On February 1 of each calendar year after 2005, the Trustee shall distribute to each Participant identified by the Company as having elected (in accordance with the terms of the Plan) annual distributions of amounts related to dividends payable on Shares an amount equal to the balance in the Participant’s Dividend Sub-Account. Upon the termination of a Participant’s membership on the Board from and after January 1, 2005, other than a termination for cause, prior to a Change of Control, such Participant (or, in the event of his death, his Beneficiary) shall be entitled to a distribution from the Trust of all Shares and any other property (“Non-Share Interests”) credited to his Share Award Account, based on the value of such Share Award Account on the date of such termination of Board membership. Such distribution shall be made in a single lump sum within forty-five (45) days following the Participant’s termination of Board membership. When valuing the Share Award Account for distribution purposes, Shares shall be valued separately from WABCO Shares, in both cases, based on the Fair Market Value on the last business day of the month preceding the date of distribution. In the event that a Participant’s membership on the Board is terminated for cause, such Participant shall forfeit all interest to his or her Share Award Account and any Shares in such account shall revert back to the Company.
