Common use of Replacement of the Trustee Clause in Contracts

Replacement of the Trustee. The Trustee may resign its trust and be discharged from all further duties and liabilities hereunder by giving to the Company 60 days notice in writing or such shorter notice as the Company may accept as sufficient. The Holders by Extraordinary Resolution shall have power at any time to remove the Trustee and to appoint a new Trustee. In the event of the Trustee resigning or being removed as aforesaid or being dissolved, becoming bankrupt, going into liquidation or otherwise becoming incapable of acting hereunder, the Company shall promptly appoint a new Trustee unless a new Trustee has already been appointed by the Holders; failing such appointment by the Company, the retiring Trustee or any Holder may apply to a Judge of the Ontario Court of Justice at the Company's expense, on such notice as such Judge may direct, for the appointment of a new Trustee; but any new Trustee so appointed by the Company or by the Court shall be subject to removal as aforesaid by the Holders. Any new Trustee appointed under any provision of this Section 8.15 shall be a Corporation authorized to carry on the business of a trust company in the Province of Ontario and shall have a combined capital and surplus of at least $10,000,000, according to its most recent published financial statements, prepared in accordance with accounting principles generally accepted in Canada. On any new appointment the new Trustee shall be vested with the same powers, rights, duties and responsibilities as if it had been originally named herein as Trustee, without any further assurance, conveyance, act or deed; but there shall be immediately executed, at the expense of the Company, all such conveyances or other instruments as may, in the Opinion of Counsel, be necessary or advisable for the purpose of assuring the same to the new Trustee.

Replacement of the Trustee. The Trustee may resign its trust and be discharged from all further duties and liabilities hereunder by giving to the Company 60 days at least 90 days' notice in writing or such shorter notice as the Company may accept as sufficient. The Holders by Extraordinary Resolution shall have power at any time to remove the Trustee and to appoint a new Trustee. In the event of the Trustee resigning or being removed as aforesaid or being dissolved, becoming bankrupt, going into liquidation or otherwise becoming incapable of acting hereunder, the Company shall promptly forthwith appoint a new Trustee unless a new Trustee has already been appointed by the Holders; , and failing such appointment by the Company, Company the retiring Trustee or any Holder may apply to a Judge of the Ontario Superior Court of Justice at the Company's expenseOntario, on such notice as such Judge may direct, for the appointment of a new Trustee; Trustee but any new Trustee so appointed by the Company or by the Court shall be subject to removal as aforesaid by the Holders. Any new Trustee appointed under any provision of this Section 8.15 shall be a Corporation Company authorized and qualified to carry on the business of a trust company in the Province of Ontario and shall have a combined capital and surplus of at least $10,000,000, according in every other jurisdiction where such authorization or qualification is necessary to its most recent published financial statements, prepared in accordance with accounting principles generally accepted in Canadaenable it to act as Trustee hereunder. On any new appointment the new Trustee shall be vested with the same powers, rights, duties and responsibilities obligations as if it had been originally named herein as Trustee, without any further assurance, conveyance, act or deed; deed but there shall be immediately executed, at the expense of the Company, all such conveyances or other instruments as may, in the Opinion opinion of Counsel, be necessary or advisable for the purpose of assuring the same to the new TrusteeTrustee a full estate in the premises. In case at any time the name of the Trustee is changed and at such time any of the Debentures have been Authenticated but not delivered, the Trustee may adopt the Authentication under its prior name and deliver Debentures so Authenticated; and in case at that time any of the Debentures have not been Authenticated, the Trustee may Authenticate such Debentures either in its prior name or in its changed name; and in all such cases such Debentures will have the full force provided in the Debentures and in this Indenture.

Replacement of the Trustee. The Trustee may resign its trust and be discharged from all further duties and liabilities hereunder by giving to the Company 60 days at least 90 days’ notice in writing or such shorter notice as the Company may accept as sufficient. The Holders by Extraordinary Resolution shall have power at any time to remove the Trustee and to appoint a new Trustee. In the event of the Trustee resigning or being removed as aforesaid or being dissolved, becoming bankrupt, going into liquidation or otherwise becoming incapable of acting hereunder, the Company shall promptly forthwith appoint a new Trustee unless a new Trustee has already been appointed by the Holders; , and failing such appointment by the Company, Company the retiring Trustee or any Holder may apply to a Judge of the Ontario Superior Court of Justice at the Company's expenseOntario, on such notice as such Judge may direct, for the appointment of a new Trustee; Trustee but any new Trustee so appointed by the Company or by the Court shall be subject to removal as aforesaid by the Holders. Any new Trustee appointed under any provision of this Section 8.15 shall be a Corporation Company authorized and qualified to carry on the business of a trust company in the Province of Ontario and shall have a combined capital and surplus of at least $10,000,000, according in every other jurisdiction where such authorization or qualification is necessary to its most recent published financial statements, prepared in accordance with accounting principles generally accepted in Canadaenable it to act as Trustee hereunder. On any new appointment the new Trustee shall be vested with the same powers, rights, duties and responsibilities obligations as if it had been originally named herein as Trustee, without any further assurance, conveyance, act or deed; deed but there shall be immediately executed, at the expense of the Company, all such conveyances or other instruments as may, in the Opinion opinion of Counsel, be necessary or advisable for the purpose of assuring the same to the new TrusteeTrustee a full estate in the premises. In case at any time the name of the Trustee is changed and at such time any of the Debentures have been Authenticated but not delivered, the Trustee may adopt the Authentication under its prior name and deliver Debentures so Authenticated; and in case at that time any of the Debentures have not been Authenticated, the Trustee may Authentication such Debentures either in its prior name or in its changed name; and in all such cases such Debentures will have the full force provided in the Debentures and in this Indenture.

Replacement of the Trustee. (a) The Trustee may resign its trust and be discharged from all further duties and liabilities hereunder by giving after providing not less than 90 days’ notice to Cleveland-Cliffs and, on or after the date on which a Change of Control has occurred, to the Company 60 days notice in writing or such shorter notice as Executives, Key Employees and Directors/Officers. Prior to the Company date on which a Change of Control has occurred, the Trustee may accept as sufficient. The Holders by Extraordinary Resolution shall have power be removed at any time by Cleveland-Cliffs. On or after such date, such removal shall also require the agreement of a majority of the Executives, Key Employees and Directors/Officers. Prior to remove the date on which a Change of Control has occurred, a replacement or successor trustee shall be appointed by Cleveland-Cliffs. On or after such date, such appointment shall also require the agreement of a majority of the Executives, Key Employees and Directors/Officers. No such removal or resignation shall become effective until the acceptance of the trust by a successor trustee designated in accordance with this Section 11. If the Trustee should resign, and within 45 days of the notice of such resignation Cleveland-Cliffs and a majority of the Executives, Key Employees and Directors/Officers (if required) shall not have notified the Trustee of an agreement as to a replacement trustee, the Trustee shall appoint a new Trustee. In the event of the Trustee resigning or being removed as aforesaid or being dissolvedsuccessor trustee, becoming bankrupt, going into liquidation or otherwise becoming incapable of acting hereunder, the Company shall promptly appoint a new Trustee unless a new Trustee has already been appointed by the Holders; failing such appointment by the Company, the retiring Trustee or any Holder may apply to a Judge of the Ontario Court of Justice at the Company's expense, on such notice as such Judge may direct, for the appointment of a new Trustee; but any new Trustee so appointed by the Company or by the Court shall be subject to removal as aforesaid by the Holders. Any new Trustee appointed under any provision of this Section 8.15 which shall be a Corporation authorized to carry on the business of bank or trust company, wherever located, having a trust company in the Province of Ontario and shall have a combined capital and surplus of at least $10,000,000500,000,000 in the aggregate, according or the Trustee may apply to a court of competent jurisdiction for the appointment of a successor trustee. The costs and expenses of such application will be charged against the Trust. Notwithstanding the foregoing, a new trustee shall be independent and not subject to control of either Cleveland-Cliffs or the Indemnitees. Upon the acceptance of the trust by a successor trustee, the Trustee shall release all of the monies and other property in the Trust to its most recent published financial statementssuccessor, prepared in accordance with accounting principles generally accepted in Canadawho shall thereafter for all purposes of this Trust Agreement No. On any new appointment 2 be considered to be the new Trustee shall be vested with the same powers, rights, duties and responsibilities as if it had been originally named herein as Trustee, without any further assurance, conveyance, act or deed; but there shall be immediately executed, at the expense of the Company, all such conveyances or other instruments as may, in the Opinion of Counsel, be necessary or advisable for the purpose of assuring the same to the new “Trustee.”

Replacement of the Trustee. (a) The Trustee may resign its trust and be discharged from all further duties and liabilities hereunder by giving after providing not less than 90 days' notice to Cleveland-Cliffs and, on or after the date on which a Change of Control has occurred, to the Company 60 days notice in writing or such shorter notice as Executives, Key Employees and Directors/Officers. Prior to the Company date on which a Change of Control has occurred, the Trustee may accept as sufficient. The Holders by Extraordinary Resolution shall have power be removed at any time by Cleveland-Cliffs. On or after such date, such removal shall also require the agreement of a majority of the Executives, Key Employees and Directors/Officers. Prior to remove the date on which a Change of Control has occurred, a replacement or successor trustee shall be appointed by Cleveland-Cliffs. On or after such date, such appointment shall also require the agreement of a majority of the Executives, Key Employees and Directors/Officers. No such removal or resignation shall become effective until the acceptance of the trust by a successor trustee designated in accordance with this Section 11. If the Trustee should resign, and within 45 days of the notice of such resignation Cleveland-Cliffs and a majority of the Executives, Key Employees and Directors/Officers (if required) shall not have notified the Trustee of an agreement as to a replacement trustee, the Trustee shall appoint a new Trustee. In the event of the Trustee resigning or being removed as aforesaid or being dissolvedsuccessor trustee, becoming bankrupt, going into liquidation or otherwise becoming incapable of acting hereunder, the Company shall promptly appoint a new Trustee unless a new Trustee has already been appointed by the Holders; failing such appointment by the Company, the retiring Trustee or any Holder may apply to a Judge of the Ontario Court of Justice at the Company's expense, on such notice as such Judge may direct, for the appointment of a new Trustee; but any new Trustee so appointed by the Company or by the Court shall be subject to removal as aforesaid by the Holders. Any new Trustee appointed under any provision of this Section 8.15 which shall be a Corporation authorized to carry on the business of bank or trust company, wherever located, having a trust company in the Province of Ontario and shall have a combined capital and surplus of at least $10,000,000500,000,000 in the aggregate, according or the Trustee may apply to a court of competent jurisdiction for the appointment of a successor trustee. The costs and expenses of such application will be charged against the Trust. Notwithstanding the foregoing, a new trustee shall be independent and not subject to control of either Cleveland-Cliffs or the Indemnitees. Upon the acceptance of the trust by a successor trustee, the Trustee shall release all of the monies and other property in the Trust to its most recent published financial statementssuccessor, prepared in accordance with accounting principles generally accepted in Canadawho shall thereafter for all purposes of this Trust Agreement No. On any new appointment 2 be considered to be the new Trustee shall be vested with the same powers, rights, duties and responsibilities as if it had been originally named herein as Trustee, without any further assurance, conveyance, act or deed; but there shall be immediately executed, at the expense of the Company, all such conveyances or other instruments as may, in the Opinion of Counsel, be necessary or advisable for the purpose of assuring the same to the new "Trustee."