Mondelez 2012 Annual Report Download - page 525

WHEREAS, it is the intention of Company to make contributions to the Trust to provide itself with a source of funds to assist it in the
meeting of its liabilities under the Plan;
NOW, THEREFORE, the parties do hereby establish the Trust and agree that the Trust shall be comprised, held and disposed of as
follows:
Section 1. Establishment of and Contributions to Trust.
(a) Effective as of the Spin Date the Trustee hereby accepts a transfer from Wilmington Trust, National Association, as Trustee for the
Kraft Trust, that portion of Kraft Trust assets which are intended to satisfy liabilities for benefits accrued or earned as of the Spin Date under the
Kraft Plan with respect to each employee of the Company transferred from KFGI as of the Spin Date. Such transferred assets shall be held by the
Trustee in trust and shall become the principal of the Trust to be held, administered and disposed of by Trustee as provided in this Trust
Agreement.
(b) Company expects to contribute to the Trustee cash or property so that the value of the assets held under the Trust equals the aggregate
account balances under the Plan from time to time. However, nothing in the Plan or this Trust Agreement shall be construed to require that any
such contributions be made prior to a Change in Control (regardless of whether during a Potential Change in Control), and neither Trustee nor
any Plan participant or beneficiary shall have any right to compel such additional deposits prior to a Change in Control.
(c) As soon as possible after a Change in Control, but in no event longer than seven days after a Change in Control, Company will
contribute to the Trustee cash or property so that the value of the assets held under the Trust equals or exceeds the total liabilities under the Plan
(without regard to whether such liabilities are then vested, but reduced by any forfeitures) as of such Change in Control. Thereafter, the
Company will make additional contributions to the Trustee of cash or property not less frequently than every ninety (90) days so that the value of
the assets held under the Trust after such contribution equals or exceeds the total liabilities under the Plan (without regard to whether such
liabilities are then vested, but reduced by any forfeitures) as of a date not more than forty-five (45) days prior to the date of such contribution.
Trustee shall have no obligation to compel such contributions.
(d) Notwithstanding anything in this Trust Agreement to the contrary, the Trust Fund shall at all times be subject to the claims of creditors
of the Company as provided in Section 3 of this Trust Agreement.
(e) The Trust is intended to be a grantor trust, of which Company is the grantor, within the meaning of subpart E, part I subchapter J,
chapter I, subtitle A of the Internal Revenue Code of 1986, as amended, and shall be construed accordingly.
(f) Subject to the terms of this Trust Agreement, the principal of the Trust, and any earnings thereon, shall be held separate and apart from
other funds of Company and shall be used exclusively for the uses and purposes of Plan participants and general creditors as herein set forth.
Plan participants and their beneficiaries shall have no preferred claim on, or any beneficial ownership interest in, any assets of the Trust. Any
rights created under the Plan and this Trust Agreement shall be mere unsecured contractual rights of Plan participants and their beneficiaries
against Company. Any assets held by the Trust will be subject to the claims of Company’s general creditors under federal and state law in the
event of Insolvency, as defined in Section 3.
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