Common use of Removal and Resignation of Trustee Clause in Contracts

Removal and Resignation of Trustee. Prior to a Change in Control, Trustee may be removed by the Company at any time upon not less than thirty (30) days' written notice. The Trustee may resign at any time prior to or following a Change in Control, upon not less than ninety (90) days' written notice. In either case, such notice may be wholly or partially waived by the party to whom it is due. Upon Trustee's removal or resignation prior to a Change in Control, the Company shall appoint a successor Trustee, who shall have no responsibility for the acts or omissions of any predecessor trustee, and upon the Trustee's resignation following a Change in Control the Trustee shall petition a court of competent jurisdiction to name a successor trustee which in no event may be the Company or an affiliate of the Company or a successor thereto; provided, however, that the successor trustee in either case shall have the same powers and duties as those conferred upon the Trustee hereunder, and upon acceptance of such appointment by the successor Trustee, the Trustee shall assign, transfer and pay over to such successor Trustee the Trusts and properties then constituting the Trust. If the Company fails within a reasonable time to name a successor Trustee or otherwise direct proper disbursement of the Trust prior to a Change in Control, the Trustee may apply to any court of competent jurisdiction for appropriate relief. The Trustee may in any event reserve such reasonable sum of money as it may deem advisable, to provide for any charges against the Trust for which it may be liable, and for payment of its fees and expenses in connection with the settlement of its account or otherwise. Any balance of such reserve remaining after the payment of such fees and expenses shall be paid over as aforesaid.

Removal and Resignation of Trustee. Prior to a Change in Control, Trustee may be removed by the Company at any time upon not less than thirty (30) days' ’ written notice. The Trustee may resign at any time prior to or following a Change in Control, upon not less than ninety (90) days' ’ written notice. In either case, such notice may be wholly or partially waived by the party to whom it is due. Upon Trustee's ’s removal or resignation prior to a Change in Control, the Company shall appoint a successor Trustee, who shall have no responsibility for the acts or omissions of any predecessor trustee, and upon the Trustee's ’s resignation following a Change in Control the Trustee shall petition a court of competent jurisdiction to name a successor trustee which in no event may be the Company or an affiliate of the Company or a successor thereto; provided, however, that the successor trustee in either case shall have the same powers and duties as those conferred upon the Trustee hereunder, and upon acceptance of such appointment by the successor Trustee, the Trustee shall assign, transfer and pay over to such successor Trustee the Trusts and properties then constituting the Trust. If the Company fails within a reasonable time to name a successor Trustee or otherwise direct proper disbursement of the Trust prior to a Change in Control, the Trustee may apply to any court of competent jurisdiction for appropriate relief. The Trustee may in any event reserve such reasonable sum of money as it may deem advisable, to provide for any charges against the Trust for which it may be liable, and for payment of its fees and expenses in connection with the settlement of its account or otherwise. Any balance of such reserve remaining after the payment of such fees and expenses shall be paid over as aforesaid.

Removal and Resignation of Trustee. Prior to (a) The City (but only if no Event of Default has occurred and is continuing) or the Owners of a Change majority in Controlaggregate principal amount of all Obligations Outstanding, Trustee may be removed by the Company at any time upon not less than thirty (30) days' ’ prior written notice, and for any reason, may remove the Trustee and any successor thereto, but any such successor shall be a bank or trust company having a combined capital (exclusive of borrowed capital) and surplus of at least Fifty Million Dollars ($50,000,000) and subject to supervision or examination by federal or State authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or the requirements of any supervising or examining authority above referred to, then, for the purposes of this Section, the combined capital and surplus of such bank or trust company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. (b) The Trustee may resign at any time prior resign by giving written notice to or following a Change in Control, upon not less than ninety (90) days' written noticethe City. In either case, Upon receiving such notice may be wholly or partially waived by the party to whom it is due. Upon Trustee's removal or resignation prior to a Change in Controlof resignation, the Company City shall promptly appoint a successor Trustee, who shall have no responsibility for the acts or omissions of any predecessor trustee, and upon the Trustee's resignation following a Change trustee by an instrument in Control the Trustee shall petition a court of competent jurisdiction to name a successor trustee which in no event may be the Company or an affiliate of the Company or a successor theretowriting; provided, however, that in the event that the City does not appoint a successor trustee in either case shall have within thirty (30) days following receipt of such notice of resignation or its giving notice of removal, the same powers and duties as those conferred upon retiring Trustee may petition the appropriate court having jurisdiction to appoint a successor trustee. Any resignation or removal of the Trustee hereunder, and appointment of a successor trustee shall become effective upon acceptance of such appointment by the successor Trustee, the Trustee shall assign, transfer and pay over to such successor Trustee the Trusts and properties then constituting the Trust. If the Company fails within a reasonable time to name a successor Trustee or otherwise direct proper disbursement of the Trust prior to a Change in Control, the Trustee may apply to any court of competent jurisdiction for appropriate relieftrustee. The Trustee may in and the City shall execute any event reserve such reasonable sum documents reasonably required to effect the transfer of money as it may deem advisablerights and obligations of the Trustee to the successor trustee subject, however, to provide the terms and conditions herein set forth, including, without limitation, the right of the predecessor Trustee to be paid and reimbursed in full for any its reasonable charges against the Trust for which it may be liable, and for payment of its expenses (including reasonable fees and expenses in connection with the settlement of its account or otherwise. Any balance of such reserve remaining after counsel) and the payment of such fees and expenses shall be paid over as aforesaid.indemnification under Sections

Removal and Resignation of Trustee. Prior to (a) The Town (but only if no Event of Default has occurred and is continuing) or the Owners of a Change majority in Controlaggregate principal amount of all Obligatio ns Outstanding, Trustee may be removed by the Company at any time upon not less than thirty (30) days' ’ prior written notice, and for any reason, may remove the Trustee and any successor thereto, but any such successor shall be a bank or trust company having a combined capital (exclusive of borrowed capital) and surplus of at least Fifty Million Dollars ($50,000,000) and subject to supervision or examination by federal or State authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or the requirements of any supervising or examining authority above referred to, then, for the purposes of this Section, the combined capital and surplus of such bank or trust company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. (b) The Trustee may resign at any time prior resign by giving written notice to or following a Change in Control, upon not less than ninety (90) days' written noticethe Town. In either case, Upon receiving such notice may be wholly or partially waived by the party to whom it is due. Upon Trustee's removal or resignation prior to a Change in Controlof resignation, the Company Town shall promptly appoint a successor Trustee, who shall have no responsibility for the acts or omissions of any predecessor trustee, and upon the Trustee's resignation following a Change trustee by an instrument in Control the Trustee shall petition a court of competent jurisdiction to name a successor trustee which in no event may be the Company or an affiliate of the Company or a successor theretowriting; provided, however, that in the event that the Town does not appoint a successor trustee in either case shall have within thirty (30) days following receipt of such notice of resignatio n or its giving notice of removal, the same powers and duties as those conferred upon retiring Trustee may petition the appropriate court having jurisdiction to appoint a successor trustee. Any resignation or removal of the Trustee hereunder, and appointment of a successor trustee shall become effective upon acceptance of such appointment by the successor Trustee, the Trustee shall assign, transfer and pay over to such successor Trustee the Trusts and properties then constituting the Trust. If the Company fails within a reasonable time to name a successor Trustee or otherwise direct proper disbursement of the Trust prior to a Change in Control, the Trustee may apply to any court of competent jurisdiction for appropriate relieftrustee. The Trustee may in and the Town shall execute any event reserve such reasonable sum documents reasonably required to effect the transfer of money as it may deem advisablerights and obligations of the Trustee to the successor trustee subject, however, to provide the terms and conditions herein set forth, including, without limitation, the right of the predecessor Trustee to be paid and reimbursed in full for any its reasonable charges against the Trust for which it may be liable, and for payment of its expenses (including reasonable fees and expenses in connection with the settlement of its account or otherwise. Any balance of such reserve remaining after counsel) and the payment of such fees indemnification under Sections 7.4 and expenses shall be paid over as aforesaid10.

Removal and Resignation of Trustee. Prior to a Change in Control(a) The City (but only if no Event of Default has occurred and is continuing) or the Owners of the Obligations, Trustee may be removed by the Company at any time upon not less than thirty (30) days' ’ prior written notice, and for any reason, may remove the Trustee and any successor thereto, but any such successor shall be a bank or trust company having a combined capital (exclusive of borrowed capital) and surplus of at least Fifty Million Dollars ($50,000,000) and subject to supervision or examination by federal or State authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or the requirements of any supervising or examining authority above referred to, then, for the purposes of this Section, the combined capital and surplus of such bank or trust company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. (b) The Trustee may resign at any time prior resign by giving written notice to or following a Change in Control, upon not less than ninety (90) days' written noticethe City. In either case, Upon receiving such notice may be wholly or partially waived by the party to whom it is due. Upon Trustee's removal or resignation prior to a Change in Controlof resignation, the Company City shall promptly appoint a successor Trustee, who shall have no responsibility for the acts or omissions of any predecessor trustee, and upon the Trustee's resignation following a Change trustee by an instrument in Control the Trustee shall petition a court of competent jurisdiction to name a successor trustee which in no event may be the Company or an affiliate of the Company or a successor theretowriting; provided, however, that in the event that the City does not appoint a successor trustee in either case shall have within thirty (30) days following receipt of such notice of resignation or its giving notice of removal, the same powers and duties as those conferred upon retiring Trustee may petition the appropriate court having jurisdiction to appoint a successor trustee. Any resignation or removal of the Trustee hereunder, and appointment of a successor trustee shall become effective upon acceptance of such appointment by the successor Trustee, the Trustee shall assign, transfer and pay over to such successor Trustee the Trusts and properties then constituting the Trust. If the Company fails within a reasonable time to name a successor Trustee or otherwise direct proper disbursement of the Trust prior to a Change in Control, the Trustee may apply to any court of competent jurisdiction for appropriate relieftrustee. The Trustee may in and the City shall execute any event reserve such reasonable sum documents reasonably required to effect the transfer of money as it may deem advisablerights and obligations of the Trustee to the successor trustee subject, however, to provide the terms and conditions herein set forth, including, without limitation, the right of the predecessor Trustee to be paid and reimbursed in full for any its reasonable charges against the Trust for which it may be liable, and for payment of its expenses (including reasonable fees and expenses in connection with the settlement of its account or otherwise. Any balance of such reserve remaining after counsel) and the payment of such fees indemnification under Sections 7.4 and expenses shall be paid over as aforesaid10.

Removal and Resignation of Trustee. Prior to a Change in Control, Trustee may be removed by the Company at any time upon not less than thirty (30) days' written notice. The Trustee may resign at any time prior time. Written notice of such resignation shall be given to or following a Change in Control, the Airports Authority and such resignation shall take effect upon not less than ninety (90) days' written notice. In either case, such notice may be wholly or partially waived by the party to whom it is due. Upon Trustee's removal or resignation prior to a Change in Control, the Company shall appoint appointment and qualification of a successor Trustee, who shall have no responsibility for . In the acts or omissions of any predecessor trustee, and upon the Trustee's resignation following a Change in Control the Trustee shall petition a court of competent jurisdiction to name event a successor trustee which in no event may be Trustee has not been appointed and qualified within 60 days after the Company or an affiliate date notice of the Company or a successor thereto; provided, however, that the successor trustee in either case shall have the same powers and duties as those conferred upon the Trustee hereunder, and upon acceptance of such appointment by the successor Trusteeresignation is given, the Trustee shall assign, transfer and pay over to such successor Trustee or the Trusts and properties then constituting the Trust. If the Company fails within a reasonable time to name a successor Trustee or otherwise direct proper disbursement of the Trust prior to a Change in Control, the Trustee Airports Authority may apply to any court of competent jurisdiction for the appointment of a successor Trustee to act until such time as a successor is appointed as provided in this Section. In addition, the Trustee may be removed at any time by the Airports Authority but only for cause by Supplemental Indenture so long as (a) no Event of Default shall have occurred and be continuing and (b) the Airports Authority determines, in such Supplemental Indenture, that the removal of the Trustee shall not have an adverse effect upon the rights or interests of the Bondholders. In the event of the resignation or removal of the Trustee or in the event the Trustee is dissolved or otherwise becomes incapable to act as the Trustee, the Airports Authority shall be entitled to appoint a successor Trustee. In such event, the successor Trustee shall cause notice to be mailed to the Holders of all Bonds then outstanding in such manner deemed appropriate reliefby the Airports Authority. If the Trustee resigns, the resigning Trustee shall pay for such notice. If the Trustee is removed, is dissolved, or otherwise becomes incapable of acting as Trustee, the Airports Authority shall pay for such notice. Unless otherwise ordered by a court or regulatory body having competent jurisdiction, or unless required by law, any successor Trustee shall be a trust company or bank having the powers of (a) a trust company as to trusts, qualified to do and doing trust business within or without the Commonwealth and having an officially reported combined capital, surplus, undivided profits and reserves aggregating at least $50,000,000, or (b) a subsidiary trust company under the Trust Subsidiary Act, Section 6.1-32.1 et seq. of the Virginia Code, whose parent Virginia bank holding company has undertaken to be responsible for the acts of such subsidiary trust company pursuant to the provisions of Virginia Code Section 6.1-32.7(a) or any successor provision of law, and whose combined capital, surplus and undivided profits, together with that of its parent Virginia bank or bank holding company, as in the case may be, aggregate not less than $50,000,000, if there is such an institution willing, qualified and able to accept the trust upon reasonable or customary terms. Every successor Trustee howsoever appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the Airports Authority an instrument in writing, accepting such appointment hereunder, and thereupon such successor Trustee, without further action, shall become fully vested with all the rights, immunities, powers, trusts, duties and obligations of its predecessor, and such predecessor shall execute and deliver an instrument transferring to such successor Trustee all the rights, powers and trusts of such predecessor. The predecessor Trustee may in shall execute any event reserve such reasonable sum of money as and all documents necessary or appropriate to convey all interest it may deem advisable, have to provide for any charges against the Trust for which successor Trustee. The predecessor Trustee promptly shall deliver all records relating to the trust or copies thereof and communicate all material information it may be liablehave obtained concerning the trust to the successor Trustee. Each successor Trustee, and for payment not later than 10 days after its assumption of its fees and expenses in connection with the settlement of its account or otherwise. Any balance duties hereunder, shall mail a notice of such reserve remaining after the payment assumption to each Holder of such fees and expenses shall be paid over as aforesaida registered Bond.

Removal and Resignation of Trustee. Prior to a Change in Control, (a) The Trustee may be removed by the Company at any time upon not less than thirty sixty (3060) days' written noticenotice in writing to the Trustee unless a shorter period of notice shall be agreed to by the Trustee. The Trustee may resign at any time prior to or following a Change in Control, upon not less than ninety (90) 60 days' notice in writing to the Company or the Committee. Notwithstanding the preceding sentence, if a successor trustee shall not have been appointed within such 60 day period, the Trustee shall continue to act as Trustee hereunder until the earlier of the appointment of a successor or 120 days following the date of the Trustee's written notice. In either case, such notice may be wholly or partially waived by the party to whom it is dueof resignation. Upon Trustee's such removal or resignation prior to a Change in Controlof the Trustee, the Company shall appoint a successor Trustee, who shall have no responsibility for the acts or omissions of any predecessor trustee, and upon the Trustee's resignation following a Change in Control the Trustee shall petition a court of competent jurisdiction to name designate a successor trustee which in no event may be the Company or an affiliate of the Company or a successor thereto; provided, however, that the successor trustee in either case who shall have the same powers and duties as those conferred upon the Trustee hereunderhereunder and, and upon acceptance of such appointment by the successor Trusteetrustee, the Trustee shall assign, transfer and pay over to such successor Trustee trustee the Trusts funds and properties then constituting the Trust. If Fund, as well as such records, files and other data compiled or maintained by the Trustee on behalf of the Company fails as the successor trustee shall reasonably request. Any compensation paid to the Trustee in advance shall be prorated to the date of resignation or removal of the Trustee, and any unearned portion thereof shall be credited to the Company. (b) If, for any reason, the Company cannot or does not act to appoint a successor trustee within a reasonable period of time to name a successor Trustee or otherwise direct proper disbursement but not later than one hundred eighty (180) days from the effective date of the Trust prior to a Change in Controlremoval or resignation of the Trustee, the Trustee may apply to any a court of competent jurisdiction for appropriate reliefthe appointment of a successor trustee. Any expenses incurred by the Trustee in connection therewith shall be charged to and paid from the Trust as an expense of administration. The Trustee may in any event reserve such reasonable sum shall continue to serve and to receive its compensation and reimbursement of money as it may deem advisable, to provide for any charges against its expenses until its successor accepts the Trust for which it may be liable, and for payment receives delivery of its fees and expenses in connection with the settlement of its account or otherwise. Any balance of such reserve remaining after the payment of such fees and expenses shall be paid over as aforesaidFund.