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

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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: South Dakota Exchange Trust Agreement: A Comprehensive Overview of the Agreement Types and Parties Involved Introduction: The South Dakota Exchange Trust Agreement plays a crucial role in facilitating corporate transactions between Baleen Technologies, Inc., Baleen Callao Corp., Baleen Canada Corp., Exchangeable Shares Holders, and Montreal Trust Co. This article provides a detailed description of the agreement, highlighting its significance and various types. 1. Definition and Purpose: The South Dakota Exchange Trust Agreement is a legally binding document that governs the process of exchangeable shares as well as the rights and obligations of the involved parties. It establishes the framework for the exchange of shares within and between the entities specified. 2. Parties Involved: a) Baleen Technologies, Inc.: This entity serves as one of the central participants in the agreement, often representing the parent company offering exchangeable shares. b) Baleen Callao Corp.: A subsidiary or related company to Baleen Technologies, Inc., involved in exchanging exchangeable shares. c) Baleen Canada Corp.: Another subsidiary or associated company to Baleen Technologies, Inc., participating in the exchange of exchangeable shares. d) Exchangeable Shares Holders: These are individuals or entities who hold exchangeable shares, allowing them to exchange these shares for shares of another specified entity upon agreed conditions. e) Montreal Trust Co.: This trusted entity serves as the trustee, responsible for the administration and management of the South Dakota Exchange Trust Agreement. 3. Agreement Types: a) Inter-Company Exchange Agreement: This type of agreement is established between Baleen Technologies, Inc., Baleen Callao Corp., and Baleen Canada Corp. It outlines the terms, conditions, and mechanisms for exchanging exchangeable shares between these interrelated entities. b) Shareholder Exchange Agreement: This agreement is specifically designed for Exchangeable Shares Holders who possess exchangeable shares in Baleen Technologies, Inc., Baleen Callao Corp., or Baleen Canada Corp. It governs the rights and obligations of the shareholders related to exchanging their shares for the shares of another specified entity. c) Trust Agreement: The South Dakota Exchange Trust Agreement names Montreal Trust Co. as the trustee, responsible for the administration, monitoring, and enforcement of the agreement terms. This agreement ensures that the interests of all parties are safeguarded and mutually respected. Conclusion: The South Dakota Exchange Trust Agreement is a critical legal instrument facilitating the exchange of exchangeable shares. By comprehensively defining the roles and responsibilities of Baleen Technologies, Inc., Baleen Callao Corp., Baleen Canada Corp., Exchangeable Shares Holders, and Montreal Trust Co., it enables a smooth and transparent process. Understanding the different types of agreements and parties involved is crucial to ensuring the efficient execution of transactions within the framework of the South Dakota Exchange Trust Agreement.

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