Mississippi Exchange Trust Agreement between Daleen Technologies, Inc., Daleen CallCo Corp., Daleen Canada Corp., Exchangeable Shares Holders and Montreal Trust Co.

• Category: Corporations - Public - Agreements - Trusts
• State: Multi-State
• Control #: US-EG-9469
• Format: Word; Rich Text

Description

Exchange Trust Agreement between Daleen Technologies, Inc., Daleen CallCo Corporation, Daleen Canada Corporation, Holders of Exchangeable Shares and Montreal Trust Company of Canada regarding ParentCo granting to and in favor of the holders from time to Title: Comprehensive Overview of the Mississippi Exchange Trust Agreement between Baleen Technologies, Inc., Baleen Callao Corp., Baleen Canada Corp., Exchangeable Shareholders, and Montreal Trust Co. Introduction: The Mississippi Exchange Trust Agreement plays a pivotal role in establishing the legal framework for transactions and exchanges involving Baleen Technologies, Inc., Baleen Callao Corp., Baleen Canada Corp., Exchangeable Shareholders, and Montreal Trust Co. This detailed description will delve into the nuances of this agreement, highlighting its key features and discussing potential variations. 1. Purpose of the Mississippi Exchange Trust Agreement: The primary objective of the Mississippi Exchange Trust Agreement is to facilitate the exchange of securities and ensure transparency and efficiency in shareholder interactions. It serves as a legal foundation for managing the relationships between the entities involved in the agreement, safeguarding the rights and interests of all parties. 2. Parties Involved: The main stakeholders included in the Mississippi Exchange Trust Agreement are: Baleenen Technologies, Inc.: Technological solutions' provider. Baleenen CallCo Corp.: Subsidiary of Baleen Technologies, focusing on call center operations. Baleenen Canada Corp.: Canadian division of Baleen Technologies. — Exchangeable Shareholders: Holders of exchangeable shares issued by Baleen Technologies. — Montreal Trust Co.: Trustee responsible for overseeing the trust agreement. 3. Types of Mississippi Exchange Trust Agreement: a) Standard Mississippi Exchange Trust Agreement: This agreement encompasses the basic provisions required to set up the trust, regulate shareholder interactions, and outline the rights and responsibilities of all parties involved. It primarily focuses on the exchangeable shares and the associated procedures for transfer or conversion. b) Amended and Restated Mississippi Exchange Trust Agreement: As business and operational needs evolve, parties may need to make modifications or clarify certain terms included in the initial agreement. The Amended and Restated Mississippi Exchange Trust Agreement reflects the updates introduced to the original agreement while adhering to legal requirements. 4. Key Provisions and Clauses: a) Exchangeable Shares Conversion Process: The agreement specifies the terms and conditions for converting exchangeable shares into common shares of Baleen Technologies or Baleen Callao Corp. It covers factors such as conversion ratios, tax implications, and conversion timelines. b) Voting Rights: The agreement highlights the voting rights pertaining to exchangeable shares, including the exercise of such rights during general meetings, corporate resolutions, and proxy voting. c) Dividends and Distribution: This section elaborates on the entitlement of exchangeable shareholders to dividends and distributions, outlining the procedures and conditions governing their allocation. d) Shareholder Rights and Liabilities: The Mississippi Exchange Trust Agreement clearly defines the rights and liabilities of exchangeable shareholders, including information rights, access to financial statements, limited liability provisions, and potential buyout options. 5. Jurisdiction and Governing Law: The agreement specifies Mississippi as the jurisdiction where any disputes or legal proceedings arising from the Mississippi Exchange Trust Agreement would be addressed. It also identifies the applicable governing laws that both parties must adhere to. Conclusion: The Mississippi Exchange Trust Agreement establishes a strong legal foundation for Baleen Technologies, its subsidiaries, exchangeable shareholders, and Montreal Trust Co. By comprehensively addressing various aspects such as share conversion, voting rights, and shareholder obligations, this agreement ensures transparency, governs relationships, and protects the interests of all parties involved.

Title: Comprehensive Overview of the Mississippi Exchange Trust Agreement between Baleen Technologies, Inc., Baleen Callao Corp., Baleen Canada Corp., Exchangeable Shareholders, and Montreal Trust Co. Introduction: The Mississippi Exchange Trust Agreement plays a pivotal role in establishing the legal framework for transactions and exchanges involving Baleen Technologies, Inc., Baleen Callao Corp., Baleen Canada Corp., Exchangeable Shareholders, and Montreal Trust Co. This detailed description will delve into the nuances of this agreement, highlighting its key features and discussing potential variations. 1. Purpose of the Mississippi Exchange Trust Agreement: The primary objective of the Mississippi Exchange Trust Agreement is to facilitate the exchange of securities and ensure transparency and efficiency in shareholder interactions. It serves as a legal foundation for managing the relationships between the entities involved in the agreement, safeguarding the rights and interests of all parties. 2. Parties Involved: The main stakeholders included in the Mississippi Exchange Trust Agreement are: Baleenen Technologies, Inc.: Technological solutions' provider. Baleenen CallCo Corp.: Subsidiary of Baleen Technologies, focusing on call center operations. Baleenen Canada Corp.: Canadian division of Baleen Technologies. — Exchangeable Shareholders: Holders of exchangeable shares issued by Baleen Technologies. — Montreal Trust Co.: Trustee responsible for overseeing the trust agreement. 3. Types of Mississippi Exchange Trust Agreement: a) Standard Mississippi Exchange Trust Agreement: This agreement encompasses the basic provisions required to set up the trust, regulate shareholder interactions, and outline the rights and responsibilities of all parties involved. It primarily focuses on the exchangeable shares and the associated procedures for transfer or conversion. b) Amended and Restated Mississippi Exchange Trust Agreement: As business and operational needs evolve, parties may need to make modifications or clarify certain terms included in the initial agreement. The Amended and Restated Mississippi Exchange Trust Agreement reflects the updates introduced to the original agreement while adhering to legal requirements. 4. Key Provisions and Clauses: a) Exchangeable Shares Conversion Process: The agreement specifies the terms and conditions for converting exchangeable shares into common shares of Baleen Technologies or Baleen Callao Corp. It covers factors such as conversion ratios, tax implications, and conversion timelines. b) Voting Rights: The agreement highlights the voting rights pertaining to exchangeable shares, including the exercise of such rights during general meetings, corporate resolutions, and proxy voting. c) Dividends and Distribution: This section elaborates on the entitlement of exchangeable shareholders to dividends and distributions, outlining the procedures and conditions governing their allocation. d) Shareholder Rights and Liabilities: The Mississippi Exchange Trust Agreement clearly defines the rights and liabilities of exchangeable shareholders, including information rights, access to financial statements, limited liability provisions, and potential buyout options. 5. Jurisdiction and Governing Law: The agreement specifies Mississippi as the jurisdiction where any disputes or legal proceedings arising from the Mississippi Exchange Trust Agreement would be addressed. It also identifies the applicable governing laws that both parties must adhere to. Conclusion: The Mississippi Exchange Trust Agreement establishes a strong legal foundation for Baleen Technologies, its subsidiaries, exchangeable shareholders, and Montreal Trust Co. By comprehensively addressing various aspects such as share conversion, voting rights, and shareholder obligations, this agreement ensures transparency, governs relationships, and protects the interests of all parties involved.