Resignation, Removal and Replacement. The Trustee may resign as trustee hereunder or may be removed by the Company. This resignation or removal may be accomplished at any time upon the giving of sixty days written notice to the Trustee or Company, as applicable (or less if the receiving party agrees to waive notice). Upon resignation or removal, the Company will appoint a successor trustee who will then succeed to all the powers and duties given to the Trustee by this Agreement. The terminating Trustee will transfer all property of the Trust Fund then held by it to such successor trustee, in accordance with the written directions of the Administrator. The terminating Trustee may require as a condition of making any transfer to the successor trustee that the successor trustee present evidence that any bonding requirement under ERISA Section 412 has been met. The terminating Trustee may also require that the Company indemnify it against any losses arising from the replacement of the Trustee. If either party has given notice of termination as provided under this Agreement, and upon the expiration of the advance notice period no other successor trustee has been appointed and has accepted such appointment, this provision will serve as (i) notice of appointment of the individual members of the Company’s Governing Body to serve as Trustee and (ii) as acceptance by the Governing Body of that appointment. The Trustee is authorized to reserve such sum of money as it may deem advisable for payment of its fees and expenses in connection with the settlement of its accounts or other proper Trust expenses, and any balance of such reserve remaining after the payment of such fees and expenses will be paid to the successor trustee.
Resignation, Removal and Replacement. The Collateral Agent may resign as such at any time upon (30) thirty days’ prior written notice to the Borrower and the other Lenders. The Collateral Agent may be removed at any time by the vote of Lenders holding an aggregate Pro Rata Share of greater than or equal to one-half (0.5) for any or no reason. In the event of any such resignation or removal, the Lenders shall, by an instrument in writing delivered to the Borrower and the Collateral Agent appoint a successor, which shall be (a) a Lender, (b) a financial institution organized under the laws of the United States or any state thereof and having a combined capital and surplus of at least $100,000,000, or (c) any financial institution that is a subsidiary of a company having a combined capital and surplus of at least $100,000,000 so long as such company unconditionally guarantees the obligations of such financial institution, as Collateral Agent. Any successor to the Collateral Agent shall execute and deliver to the Borrower and the Lenders an instrument accepting such appointment and thereupon such successor, without further act, deed, conveyance or transfer shall become vested with all of the properties, rights, interests, powers, authorities and obligations of its predecessor hereunder with like effect as if originally named as the Collateral Agent, and the Collateral Agent ceasing to act shall be discharged therefrom. Upon request of such successor, the Borrower and the Collateral Agent ceasing to act shall execute and deliver such instruments of conveyance, assignment and further assurance and do such other things as may reasonably be required for more fully and certainly vesting and confirming in such successor all such properties, rights, interests, powers, authorities and obligations. The provisions of this Article 4 shall thereafter remain effective for the Collateral Agent ceasing to act with respect to any actions taken or omitted to be taken by such Collateral Agent while acting as the Collateral Agent.
Resignation, Removal and Replacement. The Escrow Agent may resign and be discharged from all duties and liabilities hereunder after giving one month's notice in writing to the Bank and the Executive or such shorter notice as the Bank accepts as sufficient. The Escrow Agent may be removed at any time by the Bank, with the consent of the Executive. Such resignation shall take effect on the earlier of 30 days after notice of such resignation or removal is given, and the date a successor escrow agent is appointed. Following notice of any resignation or removal of the Escrow Agent, a successor escrow agent shall be forthwith appointed by the Bank with the consent of the Executive, or, failing such appointment within 10 days of notice of such resignation or removal, by the Ontario Superior Court of Justice upon the application of the resigning Escrow Agent or of the Bank and upon such notice to such persons given in such manner as the Court may direct. Any successor escrow agent shall (i) be a corporation authorized and registered to carry on business as a trust company in the province of Ontario, and (ii) be a corporation which is independent of the Bank and the Executive and which has no material conflict of interest. Upon such appointment the new escrow agent shall be the "Escrow Agent" hereunder and shall be vested with the same powers, rights and privileges and charged with the same duties, trusts and responsibilities as are herein expressed to be vested in or imposed on the Escrow Agent. Any company with which the Escrow Agent may be merged, consolidated or amalgamated will become the successor Escrow Agent hereunder without any further action on the part of the Escrow Agent.
Resignation, Removal and Replacement. Each Director will hold office until a successor is appointed in accordance with this Section 6.01 or until such Director’s earlier death, resignation or removal in accordance with the provisions hereof. Any Director may resign at any time by giving written notice to the Company. The resignation of any Director will take effect upon receipt of such notice or at such later time as specified in the notice of resignation. Unless otherwise specified in the notice of resignation, the acceptance of the resignation will not be necessary to make it effective. Subject to Section 6.01(b), if any vacancies occur in the Board at any time, for any reason, such vacancy will be filled by the Member or Members that appointed the departing Director pursuant to Section 6.01(b) (provided that such Member continues to retain the right to appoint such Director), by providing written notice to the Company and the other Members of the name of the Person appointed to fill such vacancy and the effective date of such appointment. Any GC Industrial Director may only be removed by the GC Industrial Member (which removal may be undertaken by the GC Industrial Member at any time for any reason, with or without cause, or for no reason) and, during the period in which the Tiger Member is entitled to appoint any Tiger Directors, any Tiger Director may only be removed by the Tiger Member (which removal may be undertaken by the Tiger Member at any time for any reason, with or without cause, or for no reason); provided, however, that the removal of Xxxxx Xxxx or Xxxxxx Xxxxxx will require the consent of the GC Industrial Member, which shall not be unreasonably withheld, conditioned or delayed. Any Seaspan Director may only be removed by the Seaspan Member (which removal may be undertaken by the Seaspan Member at any time for any reason, with or without cause, or for no reason). For so long as the Washington Member is entitled to designate a Director, any Washington Director may only be removed by the Washington Member (which removal may, from and after the time Xxxx Xxxxxxxxxx is no longer willing or able to serve, be undertaken by the Washington Member at any time for any reason, with or without cause, or for no reason). Removal or appointment, subject to Section 6.01(b), of any Director may be effected by any Member entitled to remove or appoint such Director by providing written notice to the Company and each other Member of the name of the Director to be removed or Person to be appointed...
Resignation, Removal and Replacement. The Collateral Manager may resign upon ninety (90) days' prior written notice to the Issuer, the Trustee and the Rating Agency, provided, that (a) no such resignation will be effective unless a Replacement Manager is appointed as described below and (b) the Collateral Manager will have the right to resign immediately if, due to a change in applicable law or regulation, the performance by the Collateral Manager of its duties under the Security Deed and the Collateral Management Agreement would be a violation of such law or regulation. The Collateral Management Agreement provides that so long as any Class A Notes are outstanding, the Collateral Manager may be removed at any time without cause upon not less than ninety (90) days' prior written notice to the Collateral Manager, the Trustee, the Hedge Provider and to the Rating Agency, at the direction of holders of at least 66 2/3% in aggregate outstanding principal amount of such aforementioned Notes, voting together as a single class (a "Collateral Manager Removal"). The Collateral Management Agreement also provides that the Collateral Manager may at any time be removed for cause upon forty-five (45) Business Days' prior written notice by the Issuer, given at any time when a Collateral Manager Termination Event (as defined below) has occurred and is continuing, which will effect such removal, at the direction of
