Replacement Trustee Sample Clauses

Replacement Trustee. 10 If the Trustee is unable to perform its duties or does not wish to perform its duties, the Company is entitled to appoint another trustee and in such event the Trustee shall transfer the options it is holding to the other trustee and the replacement trustee shall replace the Trustee for all intents and purposes.
Sample 1Sample 2Sample 3See All (6)
AutoNDA by SimpleDocs
Replacement Trustee. In the event that any Trustee shall die, become incapacitated, resign or be removed, a successor Trustee shall immediately be designated by ARF in the case of an ARF Trustee, or designated by YUFA in the case of a YUFA Trustee. Any successor Trustee so designated, as the case may be, shall immediately, upon an Acceptance of Trust being filed in writing with the Trustees and with the Office of the Fund, become vested with all the rights, powers and duties of the other Trustees under this Agreement.
Sample 1
Replacement Trustee. From and after Closing, the Purchaser agrees that it will not, and will not permit the Company to, replace North Star Trust Company as trustee of the ESOP, except that the Purchaser may, and may cause the Company to, replace North Star Trust Company as trustee of the ESOP in accordance with Article VI of the ESOP Trust Agreement but only if the replacement trustee is an independent, third party engaged, either directly or through any predecessor, subsidiary or Affiliate, for at least ten (10) years on a national basis in the business of serving as a trustee for employee retirement plans subject to ERISA and has assets equal to or greater than those of North Star Trust Company.
Sample 1
Replacement Trustee a. Subject to Clause 16(d) below, the Trustee (i) may resign at any time as trustee hereunder by means of a written notice delivered to each of the Settlors and the Technical Committee, or (ii) may be removed at any time by the Technical Committee with or without cause. Resignation or removal of the Trustee pursuant to the foregoing shall be made by means of a written notice delivered by the Trustee to the Settlors and the Technical Committee, in case of resignation, or by the Technical Committee to the Trustee, in case of removal, at least ninety (90) Days prior to the date intended for the resignation or removal to become effective.
Sample 1
Replacement Trustee. If for any reason the Trustee is no longer able or willing to perform the services under the Accounting and Depositary Services Agreement on behalf of the Parties and the other Purchasing Utilities, or is in breach of its obligations thereunder, Buyer and Seller shall jointly cooperate with each other, and with the other Purchasing Utilities and the ICC, as applicable, to find a replacement trustee to perform the services under the Accounting and Depositary Services Agreement. In the event that Buyer and the other Purchasing Utilities, on the one hand, and Seller, on the other hand, cannot agree upon a replacement Trustee, the ICC shall have the right to select the replacement Trustee. If the terms and conditions of any replacement trustee agreement otherwise varies from the original or immediate predecessor Accounting and Depositary Services Agreement, Buyer and Seller shall have the right to approve such new terms (which approval shall not be unreasonably withheld, conditioned or delayed by either Party).
Sample 1
Replacement Trustee. Subject to applicable law, and applicable stock exchange and securities market rules and regulations, during the Qualifying Ownership Period, in the event that Elsztain is unable to serve as a trustee of the Company (due to death, disability or otherwise), or is no longer an officer, director or significant shareholder of Investor, such Investor Trustee’s replacement shall be nominated and designated by Investor pursuant to a Designation Notice, and the Company agrees to take, or cause to be taken, all actions necessary to cause such Qualified Replacement to be promptly appointed or elected to serve as a trustee of the Company, with the same rights provided in Section 2.01.
Sample 1
Replacement Trustee. If at any time a Trustee ceases to be the trustee with respect to the Trust or any Trust Account or Trust Subaccount, Owner will have the right to select a replacement Trustee and to arrange for the transfer of Qualified Securities and Proceeds to a Trust Subaccount with the replacement Trustee selected by Owner. Owner will have the right to change the Trustee upon Owner’s absolute and sole discretion at any time and from time to time. Contractor will have no right to advance notice of, or right of consent or approval of, any such action. Contractor hereby approves any such transfer as determined by Owner. Notwithstanding any change in the Trustee, this Agreement will continue in full force and effect. Any release given by Owner to a terminating Trustee will also be binding upon Contractor. Owner will promptly give Contractor notice of the replacement Trustee and new directions for depositing Qualified Securities with the replacement Trustee in the replacement Trust Subaccount. Each replacement Trustee and replacement Trust Subaccount shall be the Trustee and the Trust Subaccount under this Agreement. Contractor agrees to cooperate with Owner in connection with any change in the Trustee and/or transfer of Qualified Securities and Proceeds, including, without limitation, if Owner so desires, the execution and delivery of such consents, confirmations, and other documents as Owner may reasonably request.
Sample 1
AutoNDA by SimpleDocs

Related to Replacement Trustee

  • Independent Trustee A Trustee who is an "Independent Trustee," as that term is defined in the Delaware Act, shall be deemed to be independent and disinterested for all purposes when making any determinations or taking any action as a Trustee.

  • Relevant Trustee Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Indenture Trustee under the Indenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent.

  • Replacement of the Trustee (A) Notwithstanding anything to the contrary in this Section 10.07, a resignation or removal of the Trustee, and the appointment of a successor Trustee, will become effective only upon such successor Trustee’s acceptance of appointment as provided in this Section 10.07.

  • Successor Owner Trustee Any successor Owner Trustee appointed pursuant to Section 10.02 shall execute, acknowledge and deliver to the Administrator and to its predecessor Owner Trustee an instrument accepting such appointment under this Agreement, and thereupon the resignation or removal of the predecessor Owner Trustee shall become effective, and such successor Owner Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, with like effect as if originally named as Owner Trustee. The predecessor Owner Trustee shall upon payment of its fees and expenses deliver to the successor Owner Trustee all documents and statements and monies held by it under this Agreement, and the Administrator and the predecessor Owner Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Owner Trustee all such rights, powers, duties and obligations. No successor Owner Trustee shall accept appointment as provided in this Section unless at the time of such acceptance such successor Owner Trustee shall be eligible pursuant to Section 10.01. Upon written acceptance of appointment by a successor Owner Trustee pursuant to this Section, the Administrator shall mail notice thereof to all Certificateholders, the Indenture Trustee, the Noteholders and the Rating Agencies. If the Administrator shall fail to mail such notice within 10 Business Days after acceptance of such appointment by the successor Owner Trustee, the successor Owner Trustee shall cause such notice to be mailed at the expense of the Administrator. Any successor Owner Trustee appointed hereunder shall promptly file an amendment to the Certificate of Trust with the Secretary of State of the State of Delaware as required by the Statutory Trust Act.

  • Trustee Section 7.01.

  • Replacement of Owner Trustee The Owner Trustee may at any time resign and be discharged from the trusts hereby created by giving 30 days prior written notice thereof to the Depositor. Upon receiving such notice of resignation, the Depositor shall promptly appoint a successor Owner Trustee, by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Owner Trustee and to the successor Owner Trustee. If no successor Owner Trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Owner Trustee may petition any court of competent jurisdiction for the appointment of a successor Owner Trustee. If at any time the Owner Trustee shall cease to be eligible in accordance with the provisions of Section 9.01 and shall fail to resign after written request therefor by the Depositor, or if at any time the Owner Trustee shall be legally unable to act, or shall be adjudged bankrupt or insolvent, or a receiver of the Owner Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Owner Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Depositor may remove the Owner Trustee. Any resignation or removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to any of the provisions of this Section shall not become effective until acceptance of appointment by the successor Owner Trustee pursuant to Section 9.03 and payment of all fees and expenses owed to the outgoing Owner Trustee. The Depositor shall provide notice of such resignation or removal of the Owner Trustee to each of the Rating Agencies.

  • Replacement of Trustee A resignation or removal of the Trustee and appointment of a successor Trustee shall become effective only upon the successor Trustee's acceptance of appointment as provided in this Section. The Trustee may resign in writing at any time and be discharged from the trust hereby created by so notifying the Company. The Holders of Notes of a majority in principal amount of the then outstanding Notes may remove the Trustee by so notifying the Trustee and the Company in writing. The Company may remove the Trustee if:

  • Successor Trustee Any successor trustee appointed as provided in Section 8.07 hereof shall execute, acknowledge and deliver to the Depositor and to its predecessor trustee and the Master Servicer an instrument accepting such appointment hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as trustee herein. The Depositor, the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor trustee shall be eligible under the provisions of Section 8.06 hereof and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Depositor shall mail notice of the succession of such trustee hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed at the expense of the Depositor.

  • Successor Trustee or Successor Certificate Administrator (a) Any successor Trustee or Certificate Administrator appointed as provided in Section 8.07 of this Agreement shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer and to the predecessor Trustee or Certificate Administrator, as applicable, as the case may be, instruments accepting their appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator, as applicable, shall become effective and such successor Trustee or Certificate Administrator, as applicable, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Certificate Administrator, as applicable, herein, provided that a Rating Agency Confirmation shall be obtained from each Rating Agency with respect to the appointment of such successor Trustee or Certificate Administrator. The predecessor Certificate Administrator shall deliver to the successor Certificate Administrator all Mortgage Files and related documents and statements held by it hereunder. The Depositor, the Master Servicer, the Special Servicer, the Operating Advisor and the predecessor Trustee or Certificate Administrator, as applicable, shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Trustee or Certificate Administrator, as applicable, all such rights, powers, duties and obligations. No successor Trustee or Certificate Administrator shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor Trustee or Certificate Administrator, as applicable, shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor Trustee or Certificate Administrator, as applicable, as provided in this Section 8.08, the Depositor shall mail notice of the succession of such Trustee or Certificate Administrator, as applicable, hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Companion Loan Holders. If the Depositor fails to mail such notice within 10 days after acceptance of appointment by the successor Trustee or Certificate Administrator, the successor Trustee or Certificate Administrator, as applicable, shall cause such notice to be mailed at the expense of the Depositor.

  • Substitute Trustee Lender may, from time to time, by itself or through the Loan Servicer, remove Trustee and appoint a successor trustee to any Trustee appointed under this Security Instrument. Without conveyance of the Property, the successor trustee will succeed to all the rights, title, power, and duties conferred upon Trustee in this Security Instrument and by Applicable Law.

Time is Money Join Law Insider Premium to draft better contracts faster.