Replacement of Escrow Agent. 5.1 If the Escrow Agent wishes to be relieved from its duties and obligations under this Agreement it shall so notify the other Parties in writing, or in the event that the Optionee and the Optionor mutually agree to replace the Escrow Agent, they shall so notify the Escrow Agent of their intention and, in either case, the replacement of the Escrow Agent shall be made within a period of sixty (60) days following receipt of the notice, provided that the selection and appointment of the replacement for the Escrow Agent shall be the sole responsibility of the Optionee, subject to the consent of the Optionor, which consent shall not be unreasonably withheld, and subject to the agreement of the new Escrow Agent to be bound by the terms and conditions of this Agreement.
Replacement of Escrow Agent. 9.1 The Escrow Parties, acting jointly, may at any time replace the Escrow Agent by giving: (a) written notice in accordance with Clause 11 to such effect; and (b) details of such replacement including the account details of such replacement to the Escrow Agent.
Replacement of Escrow Agent. (a) The Escrow Agent may resign its duties and obligations hereunder by giving to SLUS and Holdco written notice to that effect, but its resignation shall not become effective until a successor escrow agent shall have been appointed by mutual agreement, in writing, of SLUS and Holdco. In the event the Escrow Agent is dissolved, becomes bankrupt or is otherwise incapable of acting hereunder, SLUS and Holdco shall within fifteen Business Days of the occurrence of the event which renders the Escrow Agent incapable of performing hereunder, by mutual consent, appoint a new escrow agent. In the event SLUS and Holdco are unable to agree upon a successor escrow agent within fifteen Business Days after receipt of the Escrow Agent’s written resignation or within fifteen Business Days after the occurrence of the event which renders the Escrow Agent incapable of performing hereunder, the Escrow Agent shall have the right but not the obligation to petition a court of competent jurisdiction to appoint a bank or other financial institution experienced in such matters as successor escrow agent. The costs and expenses (including reasonable attorneys’ fees and expenses) incurred by the Escrow Agent in connection with such proceeding shall be paid by Holdco. The Escrow Agent shall, upon receipt of a joint written instruction of SLUS and Holdco, deliver the Escrow Funds plus copies of applicable records in the possession of the Escrow Agent to any such successor escrow agent.
Replacement of Escrow Agent. (a) At any time during the term of this Escrow Agreement, Escrow Agent may resign and be discharged of the obligations created by this Escrow Agreement by executing and delivering to Parent and the Indemnifying Party, at least forty-five (45) days’ advance written notice of its resignation as Escrow Agent and specifying the date when such resignation is to take effect. Any resignation of Escrow Agent shall not become effective until the earlier to occur of (a) acceptance of appointment by the successor Escrow Agent or (b) 90 days after Escrow Agent’s notice of resignation.
Replacement of Escrow Agent. 4.1 If the Escrow Agent wishes to be relieved from its duties and obligations under this Agreement it shall so notify the other parties in writing, or in the event that the parties mutually agree to replace the Escrow Agent, they shall so notify the Escrow Agent of their intention and, in either case, the replacement of the Escrow Agent shall be made within a period of sixty (60) days following receipt of the notice, provided that the selection and appointment of the replacement for the Escrow Agent shall be agreed by the parties, and subject to the agreement of the new Escrow Agent to be bound by the terms and conditions of this Agreement.
Replacement of Escrow Agent. (1) The Transaction Parties, acting together, may at any time replace the Escrow Agent by delivering to the Escrow Agent written notice signed by each Transaction Party to such effect; such notice to include the removal date and the details of a successor escrow agent. Within thirty (30) calendar days of receipt of such notice and details, the Escrow Agent shall execute and deliver such documents and take such action as may be reasonably necessary, in its opinion, to transfer to the successor escrow agent the Escrow Amount together with such records maintained by the Escrow Agent in connection with its duties hereunder and other information with respect to the Escrow Amount as such successor may reasonably request (provided such information is not of a commercially sensitive nature). The successor escrow agent named in the notice and details shall be an internationally recognized bank which is not affiliated with any Transaction Party.
Replacement of Escrow Agent. The Escrow Agent may resign, or the Investor and Brookdale may agree to discharge the Escrow Agent, from its obligations under the Equity Option Agreement and this Agreement at any time, but in no event shall the Escrow Agent be released of its obligations under the Equity Option Agreement and this Agreement unless and until a substitute escrow agent has been designated and assumed its obligations.
Replacement of Escrow Agent. (a) The Escrow Agent may resign and be discharged from all further duties under this Agreement by giving ten (10) days' notice of its resignation in writing to each of Big Horn and EuroGas.
Replacement of Escrow Agent. The Escrow Agent may resign and be discharged from all further duties under this Agreement by giving 14 days’ notice in writing of its resignation to the Parties. The Parties may at any time on 14 days’ notice in writing, signed by both of the Parties remove the Escrow Agent and appoint a new escrow agent in its place. In the event of the Escrow Agent resigning or being removed or becoming incapable of acting under this Agreement, the Parties shall forthwith appoint a new escrow agent and any escrow agent so appointed may resign and shall be subject to removal in the same manner as was the original Escrow Agent. In the case of the appointment of a new Escrow Agent under this Agreement, the predecessor Escrow Agent shall transfer the Escrowed Funds and the Loan Documents to the new Escrow Agent duly appointed and shall thereupon be released from any further duties under this Agreement. Upon its appointment, the new Escrow Agent shall be vested with the same powers, rights, duties and responsibilities as if it had originally been named in this Agreement as Escrow Agent, without any further assurance, conveyance, act or deed.
Replacement of Escrow Agent. (a) The Escrow Agent may at any time upon 30 days prior written notice given to the Licensee and the Corporation, resign as Escrow Agent under this Agreement, and upon receipt of such notice, the Corporation shall appoint a trust company in Calgary, Alberta, as Escrow Agent under this Agreement. The appointment of the further Escrow Agent shall be made by notice in writing served on the Licensee and signed by the Corporation and by the further Escrow Agent. On service of such notice in the circumstances specified above, the Licensee and the Corporation and the further Escrow Agent named in the said notice shall be bound by all the terms of this Agreement in the same manner as though this Agreement had been re-executed among them, but no release in favour of any party hereto shall result from such deemed re-execution. Failing such appointment occurring within 30 days of receipt of said notice of resignation either the resigning Escrow Agent, the Licensee or the Corporation may apply to a Justice of the Court of Queen's Bench of Alberta (or any successor thereof) on such notice as such Justice may direct, for the appointment of a further Escrow Agent.
