Custodian - Removal, Resignation Clause Samples

Custodian - Removal, Resignation. (a) You shall at any time have the right to remove the Custodian on thirty days' notice in writing in a form acceptable to it, designating a successor custodian. Removal of the Custodian shall be effective upon receipt by it of written acceptance by the successor custodian of its appointment. The Custodian shall forthwith transfer and pay over to such successor the assets of the Account and all records pertaining thereto. The Custodian may reserve such assets as may be required for the payment of all its fees, compensation, costs and expenses, and for the payment of all liabilities of or against the assets of the Account or of the Custodian, and where necessary may liquidate such reserved assets. Any balance of such reserve remaining after the payment of all such fees, compensation, costs, expenses and liabilities shall be paid over to the successor custodian. Any successor custodian must be a bank as defined in section 408(n) of the Code, or any person who demonstrates to the satisfaction of the Secretary of the Department of the Treasury that the manner in which it will administer the Account will be consistent with the requirements of section 408 of the Code. (b) The Custodian shall, at any time, have the right to resign as Custodian under this Agreement by delivering a written resignation notice to you and us. Upon receipt of such notice of resignation, we shall forthwith appoint a successor custodian and upon receipt by the Custodian of written acceptance by the successor custodian of such appointment, the Custodian is authorized to act in the same manner as provided in paragraph 5(a). If we fail to appoint a successor custodian within 90 days of receiving the Custodian's resignation, the Custodian may distribute to you the assets of the Account, reserving such Fund Shares as may be required for the payment of all the Custodian's fees, compensation, costs and expenses and for the payment of all liabilities of or against the assets of the Account or the Custodian, so that the Custodian may, where necessary, liquidate such shares with any balance remaining after payment of all such fees, compensation, costs, expenses and liabilities to be paid to you. Upon completion of such distribution, the Custodian shall be relieved of any liability with respect to the Account assets.