Appointment of Remarketing Agent Sample Clauses

Appointment of Remarketing Agent. The Remarketing Agent is hereby appointed to remarket Bonds pursuant to this Agreement, and to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Notice Parties at all reasonable times. The Remarketing Agent shall act as such under the Remarketing Agreement. (a) The Remarketing Agent may at any time resign and be discharged of the duties and obligations created by this Agreement by giving at least ten (10) days' notice to the Notice Parties. The Remarketing Agent may suspend its remarketing efforts as set forth in the Remarketing Agreement. The Remarketing Agent may be removed at any time, at the direction of the Company, by an instrument filed with the Remarketing Agent, the Trustee and the Paying Agent and upon at least ten (10) days' notice to the Remarketing Agent. Any successor Remarketing Agent shall be selected by the Company, and shall be a member of the National Association of Securities Dealers, Inc., shall have a capitalization of at least fifteen million dollars ($15,000,000), shall be authorized by law to perform all the duties set forth in this Agreement and shall be reasonably acceptable to the Credit Provider and Liquidity Provider. The Company's delivery to the Trustee of a certificate setting forth the effective date of the appointment of a successor Remarketing Agent and the name of such successor shall be conclusive evidence that (i) if applicable, the predecessor Remarketing Agent has been removed in accordance with the provisions of this Agreement and (ii) such successor has been appointed and is qualified to act as Remarketing Agent under the terms of this Agreement. (b) If the Remarketing Agent consolidates with, merges or converts into, or transfers all or substantially all of its assets (or, in the case of a bank, national banking association or trust company, its corporate assets) to, another Company, the resulting, surviving or transferee Company without any further act shall be the successor Remarketing Agent.

Appointment of Remarketing Agent. In connection with the conversion by the Company of any Note as set forth in Section 207 hereof, the Company shall enter into a remarketing agreement with a Remarketing Agent on or prior to the remarketing of such Notes, which Remarketing Agent shall be responsible for the remarketing of such Notes. When any Note is tendered under Section 208 hereof to the Remarketing Agent for remarketing, the Remarketing Agent will use its reasonable efforts to remarket such Note on behalf of the Beneficial Owner thereof at a price equal to 100% of the principal amount thereof. The Remarketing Agent may purchase tendered Notes for its own account in a remarketing, but will not be obligated to do so. The Company may offer to purchase Notes in a remarketing, provided that the interest rate established with respect to Notes in such remarketing is not different from the interest rate that would have been established if the Company had not purchased such Notes. Any Notes for which the Company shall have given a notice of redemption to the Trustee and the Remarketing Agent will not be considered in a remarketing.

Appointment of Remarketing Agent. With respect to the issuance of each Bond L/C, evidence that the Remarketing Agent for the applicable Bonds relating to such Bond L/C has acknowledged and accepted in writing its appointment as Remarketing Agent with respect to such Bonds; and

Appointment of Remarketing Agent. (a) Subject to the terms and conditions contained herein, the Issuer hereby appoints the Remarketing Agent to serve as successor remarketing agent for the Bonds, and the Remarketing Agent xxxxxx accepts its appointment as successor remarketing agent for the Bonds. This Agreement shall constitute the Remarketing Agreement referred to in the Indenture. The terms and conditions of the Indenture relating to the duties and obligations of the Remarketing Agent are incorporated herein by reference. (b) Notwithstanding the foregoing or any other provisions of this Agreement or the Indenture, the use of the term “agent” with reference to the Remarketing Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead, such term is used merely as a matter of market custom and is intended to create or reflect only an independent contractor relationship between contracting parties and the Remarketing Agent acts as an independent broker-dealer and exercises its own independent judgment in connection with its rights and duties as Remarketing Agent. (c) The Borrower acknowledges and agrees that: (i) the transaction contemplated by this Agreement is an arm’s length, commercial transaction between the Issuer and the Remarketing Agent in which the Remarketing Agent is not acting as a municipal advisor, financial advisor or fiduciary to the Borrower; (ii) the Remarketing Agent has not assumed any advisory or fiduciary responsibility to the Borrower with respect to the transaction contemplated hereby and the discussions, undertakings and procedures leading thereto (irrespective of whether the Remarketing Agent has provided other services or is currently providing other services to the Issuer on other matters); (iii) the only obligations the Remarketing Agent has to the Issuer with respect to the transaction contemplated hereby expressly are set forth in this Agreement; and (iv) the Issuer has consulted its own legal, accounting, tax, financial and other advisors, as applicable, to the extent it has deemed appropriate

Appointment of Remarketing Agent. Pursuant to the Remarketing Agreement, the Company has appointed the Remarketing Agent to remarket the Bonds in accordance with the Indenture and the Remarketing Agreement.

Appointment of Remarketing Agent. (a) Pursuant to the Indenture and this Agreement, Wheat is appointed, and subject to the terms and conditions contained in the Indenture and this Agreement, Wheat hereby accepts such appointment, as exclusive Remarketing Agent in connection with offering and selling the Bonds from time to time in the secondary market subsequent to their initial offering, issuance and sale on the Date of Issuance. (b) The Company and the Issuer agree that, unless this Agreement has been previously terminated pursuant to the terms hereof and subject to Section 27(b) below, the Remarketing Agent shall act as the exclusive Remarketing Agent for the Company and the Issuer with respect to the offer and sale of the Bonds in the secondary market on the terms and conditions contained in this Agreement and in the Indenture at all times.

Appointment of Remarketing Agent. (a) The Issuer shall, with the consent of the Company, appoint the Remarketing Agent for the Bonds, subject to the conditions set forth in Section 8.14. The Remarketing Agent shall designate to the Trustee its Principal Office and signify its acceptance of the duties and obligations imposed upon it hereunder by a written instrument of acceptance delivered to the Issuer, the Company, the Indexing Agent and the Trustee under which the Remarketing Agent will agree, particularly: (i) to direct all Holders of Bonds which are to be tendered pursuant to Article IV hereof to deliver such Bonds to the Trustee; (ii) to direct all Persons purchasing such Bonds to direct payment therefor to the Trustee to be applied as provided in Section 4.03; and (iii) to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Issuer, the Trustee, the Company and the Agent at all reasonable times. (b) In addition, the Remarketing Agent will enter into the Remarketing Agreement with the Company in form and substance mutually satisfactory to them. The Remarketing Agent shall be entitled to advice of legal counsel on any matter relating to the Remarketing Agent's obligations hereunder and shall be entitled to act upon the opinion of such counsel in the exercise of reasonable care in fulfilling such obligations.

Appointment of Remarketing Agent. The Company agrees to appoint a Remarketing Agent when and as necessary, pursuant to the provisions of Section 8.10 of the Indenture.

Appointment of Remarketing Agent. The Issuer shall, with -------------------------------- the consent of the Borrower, appoint the Remarketing Agent for the Bonds, subject to the conditions set forth in Section 8.14. The Remarketing Agent shall designate to the Trustee its Principal Office and signify its acceptance of the duties and obligations imposed upon it hereunder by a written instrument of acceptance delivered to the Issuer, the Borrower and the Trustee under which the Remarketing Agent will agree, particularly: (a) to hold all Bonds delivered to it by the Trustee for delivery to the Holders of such Bonds; (b) to hold all moneys representing the purchase price of Bonds for the benefit of the Person or entity entitled to receive the payment of such purchase price pursuant to this Indenture until transfer to the Trustee as provided in this Indenture; (c) to determine the Weekly Rate and the Term Rate in accordance with Sections 2.03 and 2.04 of this Indenture, and to give notice to the Trustee of the Weekly Rate, and to the Trustee, the Issuer, the Borrower and the Bank of the Term Rate, on the date of the determination thereof; and (d) to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Issuer, the Trustee, the Borrower and the Bank at all reasonable times. In addition, the Remarketing Agent will enter into the Remarketing Agreement with the Borrower in form and substance mutually satisfactory to them. The Remarketing Agent shall be entitled to advice of legal counsel on any matter relating to the Remarketing Agent's obligations hereunder and shall be entitled to act upon the opinion of such counsel in the exercise of reasonable care in fulfilling such obligations.

Appointment of Remarketing Agent. OBLIGATIONS AND RESPONSIBILITIES OF REMARKETING AGENT (a) EVEREN and GATES are hereby appointed the Remarketing Agent for the Bonds in accordance with the terms of the Indenture with the consent of the Trustee. Subject to the terms and conditions herein contained, the Borrower hereby consents to the appointment of EVEREN and GATES, and EVEREN and GATES hereby accept such appointment, as Remarketing Agent in connection with the offering and sale of the Bonds from time to time in the secondary market subsequent to the date hereof. The Remarking Agent agrees that, so long as it is the Remarketing Agent under the Remarketing Agreement, it will, at the times and in the manner required by the Indenture, send notice to the Borrower, the Bank, the Paying Agent and the Trustee advising them of the interest rate on the Bonds, determined as provided in the Indenture, or it will advise such parties that it is unable to determine an interest rate or rates as of such date. In determining the interest rate on the Bonds in accordance with the terms of the Indenture, the remarketing agent shall not be acting as an agent of the Borrower.