Common use of Special Distribution Clause in Contracts

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "unfunded" for purposes of title I of ERISA; (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "economic benefit" doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to the Trust, the Trust is considered "funded" for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary to realize income pursuant to the "economic benefit" doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after the next quarterly allocation and reallocation pursuant to Section 7(b) hereof, the Trustee shall distribute to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust Beneficiary, or (ii) the balance of the Trust Beneficiary Account corresponding to such amount.

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "unfunded" for purposes of title I of the Employee Retirement Income Security Act of 1974, as amended, or any successor provision thereto ("ERISA"); (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "economic benefit" doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to to, the Trust, the Trust is considered "funded" for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary to realize income pursuant to the "economic benefit" doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary by the Trusteetrustee, then (A) the assets held in Trust shall be allocated in accordance with Section Sect on 7(b) hereof, and (B) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust BeneficiaryBeneficiary for any of the reasons described in clause (i), (ii), (iii) or (iiiv) the balance of the Trust Beneficiary Account corresponding to such amount.this Section 13(b). 20 20

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, and irrevocability of, the Trust will not cause any Agreement of the Agreements or the Plan Plans to be other than "“unfunded" ” for purposes of title Title I of ERISA; (ii) transfers of assets to the Trust or the Trust becoming irrevocable will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers or irrevocability cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "“economic benefit" ” doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed distributable or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1Agreement, if, based upon a change in the event it is determined federal tax or revenue laws, a published ruling or similar announcement issued by a final decision of the Internal Revenue Service, ora regulation issued by the Secretary of the Treasury, if an appeal is taken therefrom, a decision by a court of competent jurisdiction that (i) by reason of the creation ofinvolving a Trust Beneficiary, and or a transfer of assets to the Trust, the Trust is considered "funded" for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of closing agreement made under section 83 7121 of the Code or any successor provision thereto; or (iii) a transfer of assets to that is approved by the Trust causes Internal Revenue Service and involves a Trust Beneficiary to realize income pursuant to Beneficiary, the "economic benefit" doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, Trustee determines that amounts are includable includible as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 1312, otherwise actually be distributed or made available to such Trust Beneficiary by the Trustee, then (Ai) the assets held in Trust trust shall be allocated in accordance with Section 7(b) hereof, and (Bii) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, thereto which are attributable to amounts that are includable so includible in the income of such Trust Beneficiary, or (ii) the balance of the Trust Beneficiary Account corresponding to such amount.

Special Distribution. (a) It is intended that If during the Exercise Period the Corporation shall issue or distribute to all or substantially all of the holders of the Common Shares: (i) securities of the creation ofCorporation including rights, and transfer options or warrants to acquire shares of assets to, the Trust will not cause any Agreement class or the Plan to be other than "unfunded" securities exchangeable for purposes of title I of ERISA; or convertible into any such shares or property or assets; (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 evidences of the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "economic benefit" doctrineCorporation’s indebtedness; and or (iii) pursuant any property or other assets, and if such issuance or distribution does not constitute a Common Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “Special Distribution”), then, in each such case, the Warrantholder shall be entitled to section 451 participate in such Special Distribution to the same extent that the Warrantholder would have participated therein if the Warrantholder had held the number of Common Shares acquirable upon complete exercise of the CodeWarrantholder’s Warrants then held (without regard to any limitations on exercise hereof, or any successor provision theretoincluding without limitation, amounts will be includable as compensation in the gross income Beneficial Ownership Limitation) immediately before the date of which a Trust Beneficiary in the taxable year or years in which record is taken for such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1, in the event it is determined by a final decision of the Internal Revenue ServiceSpecial Distribution, or, if an appeal no such record is taken therefromtaken, by the date as of which the record holders of Common Shares are to be determined for the participation in such Special Distribution (provided, however, to the extent that the Warrantholder’s right to participate in any such Special Distribution would result in the Warrantholder exceeding the Beneficial Ownership Limitation, then the Warrantholder shall not be entitled to participate in such Special Distribution to such extent (or in the beneficial ownership of any Common Shares as a court result of competent jurisdiction such Special Distribution to such extent) and the portion of such Special Distribution shall be held in abeyance for the benefit of the Warrantholder until such time, if ever, as its right thereto would not result in the Warrantholder exceeding the Beneficial Ownership Limitation). To the extent that (i) a Warrantholder’s Warrants have not been partially or completely exercised at the time of such Special Distribution, such portion of the Special Distribution shall be held in abeyance for the benefit of the Warrantholder until the Warrantholder has exercised the Warrantholder’s Warrants as to such undistributed amount of the Special Distribution. To the extent that the distribution of shares, rights, options, warrants, evidences of indebtedness or assets is not so made or to the extent that any rights, options or warrants so distributed are not exercised, the number of Common Shares issuable upon exercise of a Warrant shall be readjusted to the number that would then be in effect based upon shares, rights, options, warrants, evidences of indebtedness or assets actually distributed or based upon the number of Common Shares or Convertible Securities actually delivered upon the exercise of the rights, options or warrants, as the case may be, but subject to any other adjustment required hereunder by reason of any event arising after the creation ofrecord date. To the extent that the Warrantholder’s Warrants have not been partially or completely exercised at the time of such Special Distribution, such portion of the Special Distribution shall be held in abeyance for the benefit of the Warrantholder until, and a transfer of assets to the Trustonly if, the Trust is considered "funded" for purposes of title I of ERISAWarrantholder has exercised such Warrantholder’s Warrants; or (ii) If during the Exercise Period a transfer of assets to Special Distribution shall occur which results in an adjustment in the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary to realize income Exercise Price pursuant to the "economic benefit" doctrine; or (iv) provisions of this subsection 5.2(c), the number of Common Shares purchasable pursuant to section 451 each Warrant shall be adjusted contemporaneously with the adjustment of the Code or any successor provision theretoExercise Price by multiplying the number of Common Shares theretofore purchasable on the exercise thereof by a fraction, amounts are includable as compensation the numerator of which shall be the Exercise Price in the gross income of a Trust Beneficiary in a taxable year that is effect immediately prior to such adjustment and the taxable year or years in denominator of which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary by the Trustee, then (A) the assets held in Trust shall be allocated the Exercise Price resulting from such adjustment. For the purposes of any computation made in accordance with Section 7(b) hereofthis subsection 5.2(c), and (B) promptly after Common Shares owned legally or beneficially by the next quarterly allocation and reallocation pursuant to Section 7(b) hereof, the Trustee shall distribute to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences Corporation or any Subsidiary or any other Affiliate of the special distribution itselfCorporation, is equal to as determined in accordance with the sum provisions of any federalSection 13.7, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust Beneficiary, or (ii) the balance of the Trust Beneficiary Account corresponding to such amountshall be disregarded.

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, and irrevocability of, the Trust will not cause any Agreement of the Agreements or the Plan Plans to be other than "unfunded" for purposes of title Title I of ERISA; (ii) transfers of assets to the Trust or the Trust becoming irrevocable will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers or irrevocability cause a currently taxable taxabable benefit to be realized by a Trust Beneficiary pursuant to the "economic benefit" doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee.amounts (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1Agreement, if, based upon a change in the event it is determined federal tax or revenue laws, a published ruling or similar announcement issued by a final decision of the Internal Revenue Service, ora regulation issued by the Secretary of the Treasury, if an appeal is taken therefrom, a decision by a court of competent jurisdiction that (i) by reason of the creation ofinvolving a Trust Beneficiary, and or a transfer of assets to the Trust, the Trust is considered "funded" for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of closing agreement made under section 83 7121 of the Code or any successor provision thereto; or (iii) a transfer of assets to that is approved by the Trust causes Internal Revenue Service and involves a Trust Beneficiary to realize income pursuant to Beneficiary, the "economic benefit" doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, Trustee determines that amounts are includable includible as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 1312, otherwise actually be distributed or made available to such Trust Beneficiary by the Trustee, then (Ai) the assets held in Trust trust shall be allocated in accordance with Section 7(b) hereof, and (Bii) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, thereto which are attributable to amounts that are includable so includible in the income of such Trust Beneficiary, or (ii) the balance of the Trust Beneficiary Account corresponding to such amount.

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "“unfunded" ” for purposes of title I of ERISA; (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "“economic benefit" ” doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1, in the event it is determined by a final decision of the Internal Interal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to the Trust, the Trust is considered "“funded" ” for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary to realize income pursuant to the "“economic benefit" ” doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after the next quarterly allocation and reallocation pursuant to Section 7(b) hereof, the Trustee shall distribute to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, which after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust Beneficiary, or (ii) the balance of the Trust Beneficiary Account corresponding to such amount.

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "“unfunded" ” for purposes of title I of the Employee Retirement Income Security Act of 1974, as amended, or any successor provision thereto (“ERISA”); (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "“economic benefit" ” doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1Agreement, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to to, the Trust, the Trust is considered "“funded" ” for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary to realize income pursuant to the "“economic benefit" ” doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust BeneficiaryBeneficiary for any of the reasons described in clause (i), (ii), (iii) or (iiiv) the balance of the Trust Beneficiary Account corresponding to such amountthis Section 13(b).

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "“unfunded" ” for purposes of title I of the Employee Retirement Income Security Act of 1974, as amended, or any successor provision thereto (“ERISA”); (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of or the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary Director pursuant to the "“economic benefit" ” doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary Director in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary Director by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 18, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to to, the Trust, the Trust is considered "“funded" ” for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary Director to realize income pursuant to the "“economic benefit" ” doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary Director in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary Director by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount Director which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust BeneficiaryDirector for any of the reasons described in clause (i), (ii), (iii) or (iiiv) the balance of the Trust Beneficiary Account corresponding to such amountthis Section 13(b).

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "unfunded" for purposes of title I of the Employee Retirement Income Security Act of 1974, as amended, or any successor provision thereto ("ERISA"); (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of or the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary Director pursuant to the "economic benefit" doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary Director in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary Director by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to to, the Trust, the Trust is considered "funded" for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary Director to realize income pursuant to the "economic benefit" doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary Director in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Beneficiary Director by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount Director which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust BeneficiaryDirector for any of the reasons described in clause (i), (ii), (iii) or (iiiv) the balance of the Trust Beneficiary Account corresponding to such amount.this Section 13(b). 24 24

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "unfunded" for 121 24 purposes of title I of ERISA; (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Beneficiary pursuant to the "economic benefit" doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 1, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to the Trust, the Trust is considered "funded" for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Beneficiary to realize income pursuant to the "economic benefit" doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust 122 25 Beneficiary by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after the next quarterly allocation and reallocation pursuant to Section 7(b) hereof, the Trustee shall distribute to each affected Trust Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust Beneficiary, or (ii) the balance of the Trust Beneficiary Account corresponding to such amount.

Special Distribution. (a) It is intended that (i) the creation of, and transfer of assets to, the Trust will not cause any Agreement or the Plan to be other than "“unfunded" ” for purposes of title I of the Employee Retirement Income Security Act of 1974, as amended, or any successor provision thereto (“ERISA”); (ii) transfers of assets to the Trust will not be transfers of property for purposes of section 83 of or the Code, or any successor provision thereto, nor will such transfers cause a currently taxable benefit to be realized by a Trust Participant or Beneficiary pursuant to the "“economic benefit" ” doctrine; and (iii) pursuant to section 451 of the Code, or any successor provision thereto, amounts will be includable as compensation in the gross income of a Trust Participant or Beneficiary in the taxable year or years in which such amounts are actually distributed or made available to such Trust Participant or Beneficiary by the Trustee. (b) Notwithstanding anything to the contrary contained in this Trust Agreement No. 17, in the event it is determined by a final decision of the Internal Revenue Service, or, if an appeal is taken therefrom, by a court of competent jurisdiction that (i) by reason of the creation of, and a transfer of assets to to, the Trust, the Trust is considered "“funded" ” for purposes of title I of ERISA; or (ii) a transfer of assets to the Trust is considered a transfer of property for purposes of section 83 of the Code or any successor provision thereto; or (iii) a transfer of assets to the Trust causes a Trust Participant or Beneficiary to realize income pursuant to the "“economic benefit" ” doctrine; or (iv) pursuant to section 451 of the Code or any successor provision thereto, amounts are includable as compensation in the gross income of a Trust Participant or Beneficiary in a taxable year that is prior to the taxable year or years in which such amounts would, but for this Section 13, otherwise actually be distributed or made available to such Trust Participant or Beneficiary by the Trustee, then (A) the assets held in Trust shall be allocated in accordance with Section 7(b) hereof, and (B) promptly after subject to the next quarterly allocation and reallocation pursuant to last sentence of Section 7(b2(b) hereof, the Trustee shall distribute promptly make a distribution to each affected Trust Participant or Beneficiary an amount equal to the lesser of (i) the amount which, after taking into account the federal, state and local income tax consequences of the special distribution itself, is equal to the sum of any federal, state and local income taxes, interest due thereon, and penalties assessed with respect thereto, which are attributable to amounts that are includable in the income of such Trust BeneficiaryParticipant or Beneficiary for any of the reasons described in clause (i), (ii), (iii) or (iiiv) the balance of the Trust Beneficiary Account corresponding to such amountthis Section 13(b).