Common use of Appointment of Successor Clause in Contracts

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a) or (b) hereof, the Company shall appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If Except as provided in Section 11(b), if the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b10(b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(c) hereof and selects is to select a successor Trusteetrustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor trustee shall not be responsible for and the Company shall indemnify and defend the successor trustee from any claim or liability resulting from any action or inaction of any prior trustee or from any other past event, or any condition existing at the time it becomes successor trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall Trustee may appoint any third party, such as including but not limited to a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument instruments necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trustee, the Trustee may appoint any third party such as party, including but not limited to a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument instruments necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for, and Company shall indemnify and defend the successor Trustee from, any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall CEG may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new successor Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assetsAssets. The former Trustee shall execute any instrument necessary or reasonably requested by CEG or the successor Trustee (in which case former Trustee shall have received a copy of successor Trustee's acceptance) to evidence the transfer of the Trust Assets. (b) If Trustee resigns pursuant to the provisions of Section 10(d) hereof, the appointment of a successor Trustee shall be effective when accepted in writing by the successor Trustee. The successor Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust Assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfertransfer of the Trust Assets. (bc) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust Assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company CEG shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (cd) If In the Trustee resigns pursuant to the provisions event of Section 13(e) hereof and selects a successor Trusteesuch removal or resignation, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted duly file with CEG a written account as provided in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transferSection 7(a) hereof.

Appointment of Successor. (a) If the Trustee resigns (or is removed removed) in accordance with Section 13 (a10(a) or (b) hereofhereof prior to a Change of Control, the Company shall appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under federal or state law, as a successor to replace the Trustee upon such resignation or removalTrustee. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assetsFund assets upon transfer of same to the new trustee. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of in accordance with Section 13(e10(a) hereof and selects after a successor TrusteeChange of Control, the Trustee may shall appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under federal or state lawlaw as a successor to replace the Trustee. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assetsFund assets upon transfer of same to the new trustee. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of the Trustee and may retain or dispose of existing Trust Fund assets, subject to the provisions of this Trust Agreement. The successor trustee shall not be responsible for, and the Company shall indemnify and defend the successor trustee from, any claim or liability resulting from any action or inaction of the Trustee or from any other past event, or any condition existing at the time it becomes successor trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a third-party bank trust department or other party that may be granted corporate trustee powers under state law, law and that has a minimum capitalization of $1,000,000,000.00 as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for for, and the Company shall indemnify and defend the successor Trustee from from, any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If ; provided, however, that the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall not be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers entitled to indemnification or defense from any claim or liability arising out of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by otherwise connected to the successor Trustee to evidence the transferTrustee’s gross negligence.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereofhereof and Section 10(c) is inapplicable, the Company shall may appoint any third party, such as a bank trust department or other party department, that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trusteetrustee, including ownership rights in the Trust trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(c) hereof and selects a successor Trusteetrustee, the Trustee shall appoint a successor trustee and may appoint any third party party, such as a bank trust department or other party department, that may be granted corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trusteetrustee, including ownership rights in Trust trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the successor Trustee trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of any prior trustee and may retain or dispose of existing trust assets, subject to Sections 7 and 8 hereof. The successor trustee shall not be responsible for any condition existing at the time it becomes successor trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(esection 10(d) hereof and selects a successor Trusteetrustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trusteetrustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of any prior trustee and may retain or dispose of existing Trust assets, subject to Section 7 and 8 hereof. The successor trustee shall not be responsible for and Company shall indemnify and defend the successor trustee from any claim or liability resulting from any action or inaction of any prior trustee or from any other past event or any condition existing at the time it becomes successor trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(e) hereof and selects a successor Trustee, the Trustee may appoint any independent third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed prior to a Change in accordance with Section 13 (a) or (b) hereofControl, as defined in the Agreement, Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to or is removed following a Change in Control, as defined in the provisions of Section 13(e) hereof and selects a successor TrusteeAgreement, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace Trustee upon resignation or removal. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns (or is removed removed) in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party department, that may be granted corporate trustee powers under federal or state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trusteetrustee, including ownership rights in the Trust assetsassets upon transfer of same to the new trustee. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) Any successor trustee appointed by a court pursuant to the second sentence of Section 10(d) hereof shall be any third party, such as a bank trust department, that may be granted corporate trustee powers under federal or state law. The appointment of a successor trustee shall be effective when accepted in writing by the new trustee. The new trustee shall have all the rights and powers of the former trustee, including ownership rights in Trust assets upon transfer of same to the new trustee. The former trustee shall execute any instrument necessary or reasonably requested by the successor trustee to evidence the transfer. (c) The successor Trustee trustee need not examine the records and acts of any prior Trustee trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor trustee shall not be responsible for for, and the Company shall indemnify and defend the successor Trustee from trustee from, any claim or liability resulting from any action or inaction of any prior Trustee trustee or from any other past event, or any condition existing at the time it becomes successor Trusteetrustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(e) hereof and selects a successor Trusteehereof, the Trustee may shall appoint as a successor Trustee any third party such as that is a bank trust department or other party that may be granted corporate trustee Trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a) or (b) 10.1 hereof, the Company shall may appoint any one or more individuals or third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, parties as a successor to replace the Trustee upon such resignation or removal. If no such appointment has been made, the Trustee may apply to a court of competent jurisdiction for appointment of a successor or for instructions. All expenses of the Trustee in connection with the proceeding shall be allowed as administrative expenses of the Trust. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e) 10.2 hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law, as long as such successor is independent and not subject to the control of the Company. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a13(a) or (b) hereof, the Company shall appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trustee, the Trustee may appoint any third party party, such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 12 (a) or (b) hereof, the Company shall appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for may retain or dispose of existing Trust assets, subject to Sections 9 and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee10 hereof. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e12(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removalsuccessor. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. Notwithstanding the foregoing, if Trustee’s resignation or removal occurs within three years following a Change in Control, the appointment of a successor will be effective no earlier than the date the Company receives written consent of a majority of Plan participants whether or not employed by the Company, and if a participant is dead, his or her beneficiary(ies) (who collectively shall have one vote among them and shall vote in place of such deceased participant). The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 10 (a) or (b) hereof, the Company shall Trustee may appoint any third party, such as a A bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument instruments necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument instruments necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for, and Company shall indemnify and defend the successor Trustee from, any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns resigns, or is removed removed, in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, and in accordance with the Agreements, as a successor to replace the Trustee upon such resignation or removal. Each such successor trustee, during such period as it shall act as such, shall be bound by all of the provisions hereof, as well as any instructions provided by the Company pursuant to the provisions hereof, shall have the powers and duties conferred upon an individual trustee, and the word "Trustee" wherever used herein, except where the context otherwise requires, and shall be deemed to include any successor trustee. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes the successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a9(a) or (b9(b) hereof, the Company shall forthwith appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability Any entity resulting from any action merger, conversion, reorganization or inaction of consolidation to which any prior entity acting as Trustee or from any other past eventhereunder shall be a party, or any condition existing at entity to which shall be transferred all or substantially all of any such entity’s trust business, shall be the time it becomes successor Trustee. (c) If of such entity as Trustee hereunder, without the execution or filing of any instrument or the performance of any further act and shall have the same powers, authorities and discretions as though originally named in this Trust Agreement; provided, however, that in the case of any entity that is acting as a Trustee resigns pursuant to hereunder, the provisions of Section 13(e) hereof and selects a successor this paragraph shall apply only if the resulting or transferee entity is domiciled in the same jurisdiction as the entity that was acting as Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns (or is removed removed) in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or any other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted having or exercising corporate trustee powers under state law, as a successor to replace the Trustee upon such the Trustee’s resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights rights, powers and powers duties of the former Trusteetrustee, including ownership rights in the Trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer, and the former trustee shall transfer and deliver the Trust assets to the successor trustee. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trusteetrustee, the Trustee may appoint any third party party, such as a bank trust department or other party that may be granted having or exercising corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers Powers of the former Trusteetrustee, including ownership rights in Trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of any prior trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8.

Appointment of Successor. (a) If Except as provided in Section 11(b), if the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b10(b) hereof, the Company shall Bank may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Variable Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company Bank or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(c) hereof and selects is to select a successor Trusteetrustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trustee, including ownership rights in Variable Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Variable Trust assets, subject to Sections 7 and 8 hereof. The successor trustee shall not be responsible for and the Bank shall indemnify and defend the successor trustee from any claim or liability resulting from any action or inaction of any prior trustee or from any other past event, or any condition existing at the time it becomes successor trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 10 (a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) . The successor Trustee need not examine the records and any acts of any prior Trustee and may retain or dispose of any existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for for, and the Company shall indemnify and defend the successor Trustee from from, any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (cb) If Notwithstanding Section 11(a) above, if the Trustee resigns pursuant or is removed within three (3) years following a Change in Control, the Company may appoint such third party as Trustee only with the approval of 2/3 or more of the Executives (who were employees of Company immediately before the Change in Control, but determining such 2/3 considering only those Executives who at the time of the Trustee's resignation or removal continue to have Contracts funded by the provisions of Section 13(e) hereof Trust). If the Company and selects such Executives are unable to agree on a successor trustee within forty-five (45) days following the notice of the Trustee's departure, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trusteeentitled to petition a court of competent jurisdiction to appoint its successor. The new Trustee shall have all the rights and powers All reasonable expenses of the former Trustee, including ownership rights Trustee in Trust assets. The former Trustee connection with the proceeding shall execute any instrument necessary or reasonably requested by be allowed as administrative expenses of the successor Trustee to evidence the transferTrust.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a11(a) or (b) hereof, the Company shall appoint may appoint, subject to the prior consent of Participants holding Awards to which at least a majority of the Shares have been allocated, any independent third party, such as party that is not affiliated with the Company or its affiliates or the boards of directors thereof which is a bank trust department or other party corporation organized under Delaware law that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. For purposes of the appointment of an independent third party as the trustee (including with respect to Wilmington Trust Company's appointment hereunder), such a party will not be considered to be affiliated with the Company or its affiliates solely as a result of entering into arrangements with the Company or its affiliates to provide services in the normal course of such third party's business. The appointment shall be effective when accepted in writing by the new Trusteesuccessor trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. Any successor Trustee must be an institutional trustee that is unaffiliated with the Company or its affiliates or the boards of directors thereof. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets in accordance with the terms of this Agreement. The successor Trustee shall not be responsible for for, and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from from, any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted having or exercising corporate trustee powers under state law, as a successor to replace the Trustee upon such the Trustee's resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights rights, powers and powers duties of the former Trusteetrustee, including ownership rights in the Trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for , and the Company former trustee shall indemnify transfer and defend deliver the Trust assets to the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) trustee. If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trusteetrustee, the Trustee may appoint any third party party, such as a bank trust department or other party that may be granted having or exercising corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers Powers of the former Trusteetrustee, including ownership rights in Trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. The successor trustee need not examine the records and acts of any prior trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall Trustee may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify indemnify, and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, event or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trustee, the Trustee may appoint as such successor Trustee any third party Party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a12(a) or (b) hereof, the Company shall may appoint as successor any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removalpowers. The appointment of a successor shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. The Trustee and any successor thereof appointed hereunder shall be a commercial bank which is not an affiliate of Flowserve, but which is a national banking association or is established under the laws of one of the states of the United States. (b) The successor Trustee need not examine the records and acts of any prior Trustee, and may retain or dispose of existing Trust assets, subject to Sections 8 and 9 hereof. The successor Trustee and shall not be responsible for for, and the Company shall indemnify and defend the successor Trustee from from, any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, event or any condition existing at the time it becomes successor Trustee. (c) If Any corporation into which the Trustee resigns pursuant or any successor corporate trustee hereunder may be merged or with which it may be consolidated, or any corporation resulting from any merger or consolidation to the provisions of Section 13(e) hereof and selects a successor Trustee, which the Trustee may appoint or any third party such as a bank trust department or other party that successor trustee may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have party, or any corporation to which all or substantially all the rights and powers trust business of the former TrusteeTrustee or any successor trustee may be transferred, including ownership rights in shall thereupon become and be the Trustee of the Trust assets. The former Trustee shall execute with the same effect as though specifically so named and without the filing of any instrument necessary or reasonably requested by the successor Trustee to evidence the transferperformance of any further act.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a) or (b) 11 hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state lawlaw who meets the Minimum Assets Requirement, as a successor to replace the Trustee upon such resignation or removalremoval (a “Qualified Trustee”); provided that, following a Change in Control, if Trustee resigns or is removed in accordance with Section 11 the successor trustee shall be reasonably acceptable to a majority of the Executives hereunder at the time. The In any such event, the appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assetsthis Trust. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 9 and 10 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If The Company shall provide the Trustee resigns pursuant to the provisions name of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence each Executive, or if applicable, his or her beneficiaries receiving benefits at the transfertime of the appointment of Trustee. (d) The Company shall execute such indemnification or other agreement with Trustee as may be reasonably requested and customary for trustees performing services of this kind.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a) or (b) 11 hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state lawlaw who meets the Minimum Assets Requirement, as a successor to replace the Trustee upon such resignation or removalremoval (a “Qualified Trustee”); provided that, following a Change in Control, if Trustee resigns or is removed in accordance with Section 11 the successor trustee shall be reasonably acceptable to a majority of the Executives hereunder at the time. The In any such event, the appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the this Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 9 and 10 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If The Company shall provide the Trustee resigns pursuant to the provisions name of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence each Executive, or if applicable, his or her beneficiaries receiving benefits at the transfertime of the appointment of Trustee. (d) The Company shall execute such indemnification or other agreement with Trustee as may be reasonably requested and customary for trustees performing services of this kind.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted having or exercising corporate trustee powers under state law, as a successor to replace the Trustee upon such the Trustee's resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights rights, powers and powers duties of the former Trusteetrustee, including ownership rights in the Trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer, and the former trustee shall transfer and deliver the Trust assets to the successor trustee. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trusteetrustee, the Trustee may appoint any third party party, such as a bank trust department or other party that may be granted having or exercising corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trusteetrustee, including ownership rights in Trust assets. The former Trustee trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a) or (b) 11 hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state lawlaw who meets the Minimum Assets Requirement, as a successor to replace the Trustee upon such resignation or removal; provided that, following a Change in Control, if Trustee resigns or is removed in accordance with Section 11 the successor trustee shall be reasonably acceptable to a majority of the Executives hereunder at the time. The In any such event, the appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the this Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 9 and 10 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.. -12- Legal Resources Trust (c) If The Company shall provide the Trustee resigns pursuant to the provisions name of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence each Executive, or if applicable, his or her beneficiaries receiving benefits at the transfertime of the appointment of Trustee. (d) The Company shall execute such indemnification or other agreement with Trustee as may be reasonably requested and customary for trustees performing services of this kind.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a11(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state or federal law, as a successor to replace the Trustee upon such resignation or removalTrustee. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including legal ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee trustee to evidence the transfer. (b) If Trustee resigns or is removed by Company after a Change in Control in accordance with Section 11(c) or (d), the Company shall select a successor Trustee. Company may appoint any third party, such as a bank trust department, with a market capitalization exceeding $10,000,000,000 that may be granted corporate trustee powers under state or federal law. The appointment of a successor Trustee shall be subject to the ratification of a majority of the Participants in the Plans. The majority of Participants shall be determined based on the Participants' account balances under the Plans. The appointment of the successor Trustee and the resignation or removal of the former Trustee shall be effective when the appointment is accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including legal ownership rights in Trust assets. The former Trustee shall (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 8 and 9 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes became successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall shall, be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(b) hereof after a Change in Control (as this term is defined in the Plan) and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction or any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall ATC, or its successor may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor Trustee to replace the Trustee upon such resignation or removal. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company ATC or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) Upon the appointment of any successor Trustee pursuant to this Section 11 and acceptance of the appointment by such successor Trustee, the Trustee shall have no responsibility to the Trust for the acts of such successor Trustee. In addition, the Trustee shall have no responsibility for assets of the Trust or for acts taken with respect to assets of the Trust following their transfer to such successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 10 (a) or (bd) hereof, the Company shall may appoint any third partyparty trustee, such as a bank trust department or other party that may be has been granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights rights, powers and powers responsibilities of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) If Trustee resigns pursuant to the provisions of Section 10 (d) hereof and selects a successor Trustee, Trustee may appoint any third party trustee such- as a bank trust department or other party that has been granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights, powers and responsibilities of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Section 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(d) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) hereof, the Company shall may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(c) hereof and selects a successor Trustee, the Trustee may appoint any third party party, such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 10(a), (ab) or (bc) hereof, the Company shall may, subject to Section 10(d), appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state or federal law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) A former Trustee shall prepare and deliver to the Company and to the successor Trustee a final accounting unless the Company waives the Company’s right to such accounting, and such accounting shall be effective through the date of the former Trustee’s transfer of all assets to its successor. The successor Trustee need not examine the records and acts of any prior Trustee unless requested to do so by the Company and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(a), (b), (c) or (d) hereof and selects a successor Trustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state or federal law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer.

Appointment of Successor. (a) If Except as provided in Section 11(b), if the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b10(b) hereof, the Company shall Bank may appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trusteetrustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Fixed Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company Bank or the successor Trustee trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(c) hereof and selects is to select a successor Trusteetrustee, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state law. The appointment of a successor Trustee trustee shall be effective when accepted in writing by the new Trusteetrustee. The new Trustee trustee shall have all the rights and powers of the former Trustee, including ownership rights in Fixed Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee trustee to evidence the transfer. (c) The successor trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Fixed Trust assets, subject to Sections 7 and 8 hereof. The successor trustee shall not be responsible for and the Bank shall indemnify and defend the successor trustee from any claim or liability resulting from any action or inaction of any prior trustee or from any other past event, or any condition existing at the time it becomes successor trustee.

Appointment of Successor. (a) If the Trustee resigns or is removed in accordance with Section 13 (a10(a) or (b) or (c) hereof, the Company shall may, subject to Section 10(d), appoint any third party, such as a bank trust department or other party that may be granted corporate trustee powers under state or federal law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer. (b) The successor Trustee need not examine the records and acts of any prior Trustee and shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns or is removed pursuant to the provisions of Section 13(e10(a), (b), (c) or (d) hereof and selects a successor TrusteeTrustee pursuant to Section 10(d) hereof, the Trustee may appoint any third party such as a bank trust department or other party that may be granted corporate trustee powers under state or federal law. The appointment of a successor Trustee shall be effective when accepted in writing by the new Trustee. The new Trustee shall have all the rights and powers of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transfer. (c) A former Trustee shall prepare and deliver to Company and to the successor Trustee a final accounting unless Company waives Company’s right to such accounting, and such accounting shall be effective through the date of the former Trustee’s transfer of all assets to its successor. The successor Trustee need not examine the records and acts of any prior Trustee unless requested to do so by Company (and, after a Change of Control, unless the successor Trustee in addition concludes that there is a reasonable basis for such request by Company) and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. Subject to the foregoing, the successor Trustee shall not be responsible for and Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. The compensation arrangement for the successor Trustee shall be reasonable in relation to the services to be performed by the successor Trustee.

Appointment of Successor. (a) If Within 60 days after the Trustee resigns date of a notice of resignation or is removed removal of Trustee, in accordance with Section 13 (a10(a) or (b) hereof, the Company shall appoint designate any third party, such as a bank trust department or other party that may be granted corporate trustee trust powers under state law, as a successor to replace the Trustee upon such resignation or removal. The appointment shall be effective when accepted in writing by the new Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the Company or of the successor Trustee to evidence the transfer. The word "Trustee" wherever used herein, except where the context otherwise requires, shall be deemed to include any successor Trustee. (b) The successor Trustee need not examine the records and acts of any prior Trustee and may retain or dispose of existing Trust assets, subject to Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and the Company shall indemnify and defend the successor Trustee from any claim or liability resulting from any action or inaction of any prior Trustee or from any other past event, or any condition existing at the time it becomes successor Trustee. (c) If the Trustee resigns pursuant to the provisions of Section 13(e) hereof and selects a successor Trustee, the Any corporation into which Trustee may appoint any third party such as a bank trust department be merged or other party that with which it may be granted corporate trustee powers under state law. The appointment consolidated, or any corporation resulting from any merger, reorganization, or consolidation to which Trustee may be a party, or any corporation to which all or substantially all the trust business of a successor Trustee may be transferred shall be effective when accepted in writing by the new Trustee. The new successor of Trustee shall have all hereunder without the rights and powers execution or filing of the former Trustee, including ownership rights in Trust assets. The former Trustee shall execute any instrument necessary or reasonably requested by the successor Trustee to evidence the transferperformance of any act.