Common use of Resignation and Removal; Appointment of Successor Trustee Clause in Contracts

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 10 contracts

Samples: Junior Subordinated Indenture (Axis Capital Holdings LTD), Junior Subordinated Indenture (AXIS Specialty Finance LLC), Junior Subordinated Indenture (AXIS Specialty Finance LLC)

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Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of within the Trust Indenture Act of 1939 two years preceding the notice at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. If no successor trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of removal, the retiring trustee may petition any court of competent jurisdiction for the appointment of a successor trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself and all others similarly situated, petition any such court for the appointment of a successor trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 10 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust XI), Junior Subordinated Indenture (Morgan Stanley Capital Trust XI), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and at the cost and expense of the Issuer, and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 5 contracts

Samples: Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving 30 days’ written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the its Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee maymay petition, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.125.6, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.8 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.116.10.

Appears in 4 contracts

Samples: Junior Subordinated Indenture (Enstar Group LTD), Junior Subordinated Indenture (Enstar Finance LLC), Subordinated Indenture (Enstar Finance LLC)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, Trustee may at any time resign with respect to the Securities of one or more or all series of Securities by giving written notice of resignation to the Issuer Company and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on such series, such notice to the registry booksHolders to be given by mailing (by first class mail) the same within 30 calendar days after such notice is given to the Company. Upon receiving such notice of resignation, the Issuer Company shall promptly appoint a successor Trustee or Trustees with respect to the applicable series trustee by written instrument in duplicate, executed by authority of the Board of DirectorsDirectors of the Company, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trusteestrustee. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 calendar days after the mailing of such notice of resignation, the resigning Trustee maytrustee may petition, at the Issuer’s expenseexpense of the Company, petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder Holder of the affected series who has been a bona fide Holder holder of a Security or the Securities of the applicable affected series for at least six months (or since the Issue Date for such Securities if the holding period is less than six months) may, subject to the provisions of Section 5.12, on behalf of himself or herself itself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities Act, after written request therefor by the Issuer Company or by any Securityholder Holder who has been a bona fide Holder holder of a Security or Securities of such the affected series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 6.09, and shall fail to resign after written request therefor by the Issuer Company or by any Securityholdersuch Holder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securitiesacting, or shall be adjudged as bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer Company may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series trustee by written instrument, in duplicate, executed by order authority of the Board of Directors of the IssuerCompany, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder Holder of the affected series who has been a bona fide Holder holder of a Security or the Securities of such the affected series for at least six months may may, on behalf of himself or herself itself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such seriestrustee. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount Principal Amount of the Securities of each any series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such for that series and appoint a successor Trustee with respect to the Securities of such series trustee by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer Company and any Guarantor the evidence provided for in Section 7.1 7.01 of the action in that regard taken by the Holders of that series. If no successor trustee shall have been so appointed and have accepted appointment 30 calendar days after the mailing of such Securityholdersnotice of removal, the Trustee being removed may petition, at the expense of the Company, any court of competent jurisdiction for the appointment of a successor trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor trustee. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series trustee pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11. (e) The Company shall give notice of each resignation and each removal of the Trustee with respect to the Securities of any series and each appointment of a successor Trustee with respect to the Securities of any series by mailing written notice of such event by first-class mail, postage prepaid, to all Holders of Securities of such series as their names and addresses appear in the Security Register. Each notice shall include the name of the successor Trustee with respect to the Securities of such series and the address of its Corporate Trust Office.

Appears in 4 contracts

Samples: Indenture (Axsome Therapeutics, Inc.), Indenture (Axsome Therapeutics, Inc.), Indenture (Valeritas Holdings Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 4 contracts

Samples: Indenture (Williams Communications Group Inc), Indenture (Unionbancal Corp), Indenture (Unionbancal Finance Trust Iv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, trustee (at the Issuer’s expense, no expense to itself) may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 3 contracts

Samples: Indenture (Weyerhaeuser Co), Indenture (Plum Creek Timber Co Inc), Indenture (Plum Creek Timber Co Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 3 contracts

Samples: Senior Indenture (Greenlight Capital Re, Ltd.), Subordinated Indenture (Greenlight Capital Re, Ltd.), Subordinated Indenture (Alterra Finance LLC)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 3 contracts

Samples: Subordinated Debt Indenture (Kaufman & Broad Home Corp), Senior Debt Indenture (Kaufman & Broad Home Corp), Senior Subordinated Debt Indenture (Kaufman & Broad Home Corp)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of within the Trust Indenture Act of 1939 two years preceding the notice at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 3 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving 30 days’ written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the its Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee maymay petition, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.125.6, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor TrusteeTxxxxxx. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.8 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.116.10.

Appears in 2 contracts

Samples: Senior Indenture (Enstar Finance LLC), Subordinated Indenture (Enstar Finance LLC)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any such Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.9 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.10. (e) The Issuer shall give notice of each removal of the Trustee (i) if any Unregistered Securities of a series affected are then Outstanding, to the Holders thereof, by publication of such notice at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York and at least once in an Authorized Newspaper in London (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (ii) if any Unregistered Securities of a series affected are then Outstanding, to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 4.4(c) (ii), by mailing such notice to such Holders at such addresses as were so furnished to the Trustee (and the Trustee shall make such information available to the Issuer for such purpose) and (iii) to the Holders of Registered Securities of each series affected, by mailing such notice to such Holders at their addresses as they shall appear on the registry books.

Appears in 2 contracts

Samples: Supplemental Indenture (Safeway Stores 42, Inc.), Supplemental Indenture (Albertsons Companies, Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a -44- 52 bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer Company and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation thereof by first class mail to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act applicable series of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their last addresses as they shall appear on the registry booksRegister. Upon receiving such notice of resignation, the Issuer Company shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.124.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Company or by any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Company or by any SecurityholderHolder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer Company may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerCompany, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, or any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series with the consent of the Company by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer Company the evidence provided for in Section 7.1 6.01 of the action in that regard taken by such Securityholdersthe Holders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 5.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.115.12. (e) Any successor trustee appointed pursuant to this Section may be appointed with respect to the Securities of one or more series or all of such series, and at any time there shall be only one Trustee with respect to the Securities of any particular series.

Appears in 2 contracts

Samples: Indenture (Palo Alto Networks Inc), Indenture (Palo Alto Networks Inc)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Subordinated Indenture (AXIS Specialty Finance LLC), Junior Subordinated Indenture (AXIS Specialty Finance LLC)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Subordinated Indenture (Morgan Stanley Capital Trust VIII), Subordinated Indenture (Morgan Stanley Dean Witter & Co)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.07, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Senior Indenture (Morgan Stanley Capital Trust VIII), Senior Indenture (Morgan Stanley Dean Witter & Co)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Outstanding Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to the Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Senior Indenture (Scottish Annuity & Life Holdings LTD), Subordinated Indenture (Scottish Annuity & Life Holdings LTD)

Resignation and Removal; Appointment of Successor Trustee. (1a) No resignation or removal of the Trustee and no appointment of a successor Trustee pursuant to this Article shall become effective until the acceptance of appointment by the successor Trustee under Section 6.11. (b) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation thereof to the Issuer and Company at least 20 Business Days prior to the Guarantor and (a) if any Unregistered Securities date of such proposed resignation; provided such trustee shall agree to cooperate with the Company with respect to the appointment of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, successor trustee and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry booksongoing matters. Upon receiving such notice of resignation, the Issuer shall Company shall, after all monies due and owing have been paid to the Trustee, promptly appoint a successor Trustee or Trustees with respect to the applicable series trustee by written instrument in duplicate, executed by authority of the Board of DirectorsBoard, one a copy of which instrument shall be delivered to the resigning Trustee and one a copy to the successor Trustee or TrusteesTrustee. If no an instrument of acceptance by a successor Trustee shall not have been so appointed with respect delivered to any series and have accepted appointment the Trustee within 30 days 20 Business Days after the mailing giving of such notice of resignation, the resigning Trustee may, or any Holder who has 44 -41- been a bona fide Holder of a Note for at the Issuer’s expenseleast six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper, appoint a successor Trustee. (c) The Trustee may be removed at any time by an Act of the Holders of a majority in principal amount of the Outstanding Notes, delivered to the Trustee and to the Company. (d) If at any time: (1) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act in accordance with Section 6.08 hereof after written request therefor by the Company or by any Securityholder Holder who has been a bona fide Holder of a Security Note for at least six months, or (2) the Trustee shall cease to be eligible under Section 6.09 hereof and shall fail to resign after written request therefor by the Company or Securities by any Holder who has been a bona fide Holder of a Note for at least six months, or (3) the Trustee shall become incapable of acting or shall be adjudged a bankrupt or insolvent, or a receiver of the applicable series Trustee or of its property shall be appointed or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose or rehabilitation, conservation or liquidation, then, in any case, (i) the Company by a Board Resolution may remove the Trustee, or (ii) subject to Section 5.14, the Holder of any Note who has been a bona fide Holder of a Note for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, remove the Trustee and appoint a successor Trustee. (2e) In case at any time any of the following shall occur: (a) If the Trustee shall fail to comply with resign, be removed or become incapable of acting, or if a vacancy shall occur in the provisions office of Section 310(b) Trustee for any cause, the Company, by a Board Resolution, shall promptly appoint a successor Trustee. If, within one year after such resignation, removal or incapability, or the occurrence of such vacancy, a successor Trustee shall be appointed by Act of the Trust Indenture Act Holders of 1939 with respect a majority in principal amount of the Outstanding Notes delivered to any series the Company, the successor Trustee so appointed shall, forthwith upon its acceptance of Securities after written request therefor such appointment, become the successor Trustee and supersede the successor Trustee appointed by the Issuer Company. If no successor Trustee shall have been so appointed by the Company or by the Holders of the Notes and accepted appointment in the manner hereinafter provided, the Holder of any Securityholder Note who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may may, subject to Section 5.14, on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3f) The Holders of a majority in aggregate principal amount of the Securities Company shall use reasonable efforts to give notice of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series resignation and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or each removal of the Trustee with respect to any series and any each appointment of a successor Trustee with respect by mailing written notice of such event by first-class mail, postage prepaid, to such series pursuant to any the Holders of Notes as their names and addresses appear in the provisions Note Register. Each notice shall include the name of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11and the address of its Corporate Trust Office.

Appears in 2 contracts

Samples: Indenture (Spincycle Inc), Indenture (Spincycle Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer or the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board its board of Directorsdirectors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer or the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board or the Guarantor's Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Senior Indenture (Abn Amro Bank Nv), Indenture (Abn Amro Bank Nv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Issuer for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderSecurityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by the Securityholders. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such Securityholdersnotice of removal, the Trustee being removed may, at the expense of the Issuer, petition any court of competent jurisdiction for the appointment of a successor Trustee with respect to the Securities of such series. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Indenture (Smart Balance, Inc.), Indenture (Smart Balance, Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities the Notes by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected Notes are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.8, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series Notes affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section §313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected Notes at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees with respect to the applicable series trustees by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Issuer for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities of the applicable series Notes for at least six months may, subject to the provisions of Section 5.124.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section §310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities the Notes after written request therefor by the Issuer or by any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities of such series Notes for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section § 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderHolder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securitiesthe Notes, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series trustee by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section § 315(e) of the Trust Indenture Act of 1939, any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities of such series Notes for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such seriestrustee. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. If an instrument of acceptance by a successor Trustee shall not have been delivered to the Trustee within 30 days after the giving of such notice of removal, the Trustee being removed may petition, at the expense of the Issuer, any court of competent jurisdiction for the appointment of a successor Trustee with respect to the Notes. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Notes Outstanding may at any time remove the Trustee with respect to Securities of such series the Notes and appoint a successor Trustee trustee with respect to the Securities of such series Notes by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 6.1 of the action in that regard taken by such Securityholdersthe Holders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series trustee pursuant to any of the provisions of this Section 6.10 5.9 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.5.10

Appears in 2 contracts

Samples: Indenture (Boardwalk Pipelines Lp), Indenture (Boardwalk Pipeline Partners, LP)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series and be discharged of Securities the trusts hereby created by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of ManhattanMan- xxxxxx, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized News- paper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then OutstandingOutstand- ing, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignationresig- nation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees with respect to the applicable series trustees by written instrument in duplicate, executed by authority of the Board of DirectorsDirec- tors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after af- ter the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition trustee may peti- tion any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section Sec- tion 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint ap- point a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: : (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Is- xxxx or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or or (bii) the Trustee shall cease to be eligible in accordance with the provisions provi- sions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.49

Appears in 2 contracts

Samples: Indenture (New Tenneco Inc), Indenture (New Tenneco Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board board of Directorsdirectors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Indenture (Abn Amro Bank Nv), Indenture (Abn Amro Bank Nv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by ‎‎Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer and the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directorstheir respective Boards, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee maytrustee, at the Issuer’s expenseexpense of the Issuer and Guarantor, may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section ‎‎Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 ‎‎Section 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer and the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors the Issuer and the Board of the IssuerGuarantor, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4c) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section ‎‎Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section ‎‎Section 6.11.

Appears in 2 contracts

Samples: Warrant Indenture (JPMorgan Chase Financial Co. LLC), Paying Agent, Registrar & Transfer Agent and Authenticating Agent Agreement (JPMorgan Chase Financial Co. LLC)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving 30 days’ prior written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directorstwo Authorized Signatories, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 7.09 of this Indenture and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged to be bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors Authorized Signatories of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with 30 days’ prior written notice to the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 8.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 7.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.117.11. (e) Any Agent may at any time resign by giving 30 days’ prior written notice to the Issuer. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor agent or agents. If no successor agent shall have been so appointed within 30 days after the mailing of such notice or resignation, the resigning agent may petition any court of competent jurisdiction for the appointment of a successor agent, or for other appropriate relief, at the sole cost of the Issuer. The Issuer may remove any Agent with 30 days’ prior written notice to such Agent.

Appears in 2 contracts

Samples: Eligible Liabilities Senior Indenture (Deutsche Bank Aktiengesellschaft), Eligible Liabilities Senior Indenture (Deutsche Bank Aktiengesellschaft)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Subordinated Indenture (Sunamerica Capital Trust Vi), Prepaid Security Indenture (Sunamerica Capital Trust Vi)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, York and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee maymay petition, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Subordinated Indenture (Aflac Inc), Senior Indenture (Aflac Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publicationpublication at least once in an Authorized Newspaper in ________________________________ and in an Authorized Newspaper in each of the Places of Payment (and, at the Issuer’s expenseif required, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in Londonany other place or places), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribeproper, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 2 contracts

Samples: Senior Subordinated Indenture (Hawaiian Electric Industries Inc), Senior Subordinated Indenture (Hei Preferred Funding L P)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06 at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer or the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board its board of Directorsdirectors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, 5.12 on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer or the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors or of the IssuerGuarantor's Board of Directors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4) . Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11."

Appears in 1 contract

Samples: First Supplemental Indenture (Abn Amro Bank Nv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor TrusteeTxxxxxx. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Max USA Holdings Ltd.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.124.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 6.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 5.9 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.115.10.

Appears in 1 contract

Samples: Indenture (Illinois Power Co)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.10, at least once in an Authorized Newspaper in Luxembourg), (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Outstanding Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to the Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Nationwide Financial Services Inc/)

Resignation and Removal; Appointment of Successor Trustee. (1) ai The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Global Crossing LTD)

Resignation and Removal; Appointment of Successor Trustee. (1) . The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) . In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 6.8 or Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) . The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) . Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Argo Group Us, Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder Security holder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.,

Appears in 1 contract

Samples: Indenture (Lubrizol Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) within two years preceding the giving of the Trust Indenture Act of 1939 such notice at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer and the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of DirectorsDirectors of the Issuer and the Board of Directors of the Guarantor, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees (it being understood that any such successor trustee may be appointed with respect to the Securities of one or more or all of such series and that at any time there shall be only one successor trustee with respect to the Securities of a particular series); provided that, if the Issuer and the Guarantor appoint different successor trustees, the Guarantor's appointment shall prevail. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, (A) the Issuer and the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerIssuer and the Board of Directors of the Guarantor, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or(it being understood that any such successor trustee may be appointed with respect to the Securities of one or more or all of such series and that at any time there shall be only one successor trustee with respect to the Securities of a particular series); provided that, if the Issuer and the Guarantor appoint different successor trustees, the Guarantor's appointment shall prevail or (B) subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer and the Guarantor the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11. (e) The Issuer shall give notice of each removal of the Trustee (i) if any Unregistered Securities of a series affected are then Outstanding, to the Holders thereof, by publication of such notice at least once in an Authorized Newspaper in The City of New York and at least once in an Authorized Newspaper in London (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (ii) if any Unregistered Securities of a series affected are then Outstanding, to the Holders thereof who have filed their names and addresses with the Trustee within two years preceding the giving of such notice, by mailing such notice to such Holders at such addresses as were so furnished to the Trustee (and the Trustee shall make such information available to the Issuer for such purpose) and (iii) to the Holders of Registered Securities of each series affected, by mailing such notice to such Holders at their addresses as they shall appear on the registry books.

Appears in 1 contract

Samples: Indenture (Sysco Corp)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.10, at least once in an Authorized Newspaper in Luxembourg), (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Nationwide Financial Services Inc/)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A)by mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06 at least once in an Authorized Newspaper in Luxembourg), and (b) if ii)if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board its board of Directorsdirectors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, 5.12 on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerBoard, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4) . Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Abn Amro Bank Nv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving 30 days’ prior written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directorstwo Authorized Signatories, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself itself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 7.09 of this Indenture and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged to be bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors Authorized Signatories of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself itself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with 30 days’ prior written notice to the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 8.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 7.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.117.11. (e) Any Agent may at any time resign by giving 30 days’ prior written notice to the Issuer. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor agent or agents. If no successor agent shall have been so appointed within 30 days after the mailing of such notice or resignation, the resigning agent may petition any court of competent jurisdiction for the appointment of a successor agent, or for other appropriate relief, at the sole cost of the Issuer. The Issuer may remove any Agent with 30 days’ prior written notice to such Agent.

Appears in 1 contract

Samples: Eligible Liabilities Senior Indenture (Deutsche Bank Aktiengesellschaft)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of the then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the Security registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument instrument, in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and shall have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security or Securities of the applicable such series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself such Holder and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Premark International Inc)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New YorkYork (and, and if required by Section 3.7, at least once in an Authorized Newspaper in LondonLuxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Regeneron Pharmaceuticals Inc)

Resignation and Removal; Appointment of Successor Trustee. (1) . The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor TrusteeXxxxxxx. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) . In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 6.8 or Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) . The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) . Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Argo Group Us, Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstandingoutstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and Trustee, (ciii) if any Registered Securities of a series affected are then Outstanding, by mailing notice thereof by first class mail to holders of such resignation to the Holders applicable series of then Outstanding Registered Securities of each series affected at their last addresses as they shall appear on the registry booksSecurity register. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 60 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder holder of a Security security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securitiessecurities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee.; (3c) The Holders holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section section 6.11.

Appears in 1 contract

Samples: Indenture (J P Morgan Chase & Co)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving at least thirty (30) days’ written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving at least thirty (30) days’ notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by ‎Section 3.07, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing giving at least thirty (30) days’ notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice mail of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directorsthe Issuer, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section ‎Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 ‎Section 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time upon at least thirty (30) days’ notice to the Trustee remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 ‎Section 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section ‎Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section ‎Section 6.11, subject to the passage of the foregoing 30 day periods, if applicable.

Appears in 1 contract

Samples: Senior Indenture (Morgan Stanley Capital Trust Iv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderSecurityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Stillwater Mining Co /De/)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Subordinated Debt Indenture (Kaufman & Broad Home Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6. at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) if any Registered Securities of a series affected are then outstanding, by mailing notice thereof by first class mail to holders of such resignation to the Holders applicable series of then Outstanding Registered Securities of each series affected at their last addresses as they shall appear on the registry booksSecurity register. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 60 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any 39 38 such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In in case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (J P Morgan Chase & Co)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (aand(i) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and(B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer or the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board its board of Directorsdirectors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer or the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board or the Guarantor's Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Abn Amro Bank Nv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the The Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Nyc Newco Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Company for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderSecurityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Indenture (McKesson Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Indenture (Plum Creek Timber Co Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Sunamerica Capital Trust Iv)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Conagra Foods Inc /De/)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee.; (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Prepaid Security Indenture (Sunamerica Inc)

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Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Norfolk Southern Railway Co /Va/)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstandingoutstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and Trustee, (ciii) if any Registered Securities of a series affected are then Outstanding, by mailing notice thereof by first class mail to holders of such resignation to the Holders applicable series of then Outstanding Registered Securities of each series affected at their last addresses as they shall appear on the registry booksSecurity register. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 60 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder holder of a Security security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securitiessecurities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section section 6.11.

Appears in 1 contract

Samples: Indenture (J P Morgan Chase & Co)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (J P Morgan Chase & Co)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Debt Indenture (Kaufman & Broad Home Corp)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities Notes by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities Notes of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.8, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities Notes of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section § 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities Notes of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Issuer for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities Notes of the applicable series for at least six months may, subject to the provisions of Section 5.124.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2a) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section § 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities Notes after written request therefor by the Issuer or by any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities Notes of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section § 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderHolder; or (ciii) the Trustee shall become incapable of acting with respect to any series of SecuritiesNotes, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities Notes and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section § 315(e) of the Trust Indenture Act of 1939, any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities Notes of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. If an instrument of acceptance by a successor Trustee shall not have been delivered to the Trustee within 30 days after the giving of such notice of removal, the Trustee being removed may petition, at the expense of the Issuer, any court of competent jurisdiction for the appointment of a successor Trustee with respect to the Notes of such series. (3b) The Holders of a majority in aggregate principal amount of the Securities Notes of each series at the time Outstanding may at any time remove the Trustee with respect to Securities Notes of such series and appoint a successor Trustee trustee with respect to the Securities Notes of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 6.1 of the action in that regard taken by such Securityholders. (4) the Holders. Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 5.9 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.5.10

Appears in 1 contract

Samples: Indenture (TGT Pipeline LLC)

Resignation and Removal; Appointment of Successor Trustee. (1) . The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) . In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 6.8 or Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) . The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) . Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Argo Group Us, Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor Company and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The the City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Bearer Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) within two years preceding the giving of the Trust Indenture Act of 1939 such notice at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry booksSecurity Register. Upon receiving such notice of resignation, the Issuer shall Company will promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall will be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have has been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder Holder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.125.16, on behalf of himself or herself such Holder and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2b) In case If at any time any of the following shall occurtime: (a1) the Trustee shall fail fails to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Company or by any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b2) the Trustee shall cease ceases to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail fails to resign after written request therefor by the Issuer Company or by any SecurityholderHolder; or (c3) the Trustee shall become becomes incapable of acting with respect to any series of Securities, or shall be is adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be is appointed, or any public officer shall take takes charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer Company may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerCompany, one copy of which instrument shall will be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months may may, on behalf of himself or herself such Holder and all others similarly situated, may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trustee. (3c) The Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of each a particular series at the time Outstanding may at any time remove the Trustee with respect to Securities of for such series and only such series by so notifying the Trustee and the Company in accordance with Section 7.1 and may appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such SecurityholdersTrustee. (4d) Any No resignation or removal of the Trustee with respect to of any series and any no appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become becomes effective upon until the acceptance of appointment by the successor Trustee as provided in Section 6.11. (e) The Company will give notice of each removal of the Trustee (i) if any Bearer Securities of a series affected are then Outstanding, to the Holders thereof, by publication of such notice at least once in an Authorized Newspaper in the City of New York and at least once in an Authorized Newspaper in London (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (ii) if any Bearer Securities of a series affected are then Outstanding, to the Holders thereof who have filed their names and addresses with the Trustee within two years preceding the giving of such notice, by mailing such notice to such Holders at such addresses as were so furnished to the Trustee (and the Trustee will make such information available to the Company for such purpose) and (iii) to the Holders of Registered Securities of each series affected, by mailing such notice to such Holders at their addresses as they will appear on the registry books.

Appears in 1 contract

Samples: Indenture (Ecolab Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Issuer for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderSecurityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12 and the satisfaction of all outstanding fees, expenses and indemnities due and owing to the trustee.

Appears in 1 contract

Samples: Indenture (Health Net Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Indenture (McKesson Corp)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities Notes by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities Notes of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.8, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities Notes of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section § 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities Notes of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Issuer for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security Note or Securities Notes of the applicable series for at least six months may, subject to the provisions of Section 5.124.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (TGT Pipeline LLC)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor TrusteeXxxxxxx. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Axis Capital Holdings LTD)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Williams Holdings of Delaware Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Indenture Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonNewspaper, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Indenture Trustee pursuant to Section 313(c)(2) of within the Trust Indenture Act of 1939 two years preceding the notice at such addresses as were so furnished to the Indenture Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Indenture Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Indenture Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Indenture Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Indenture Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Indenture Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Indenture Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Indenture Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Indenture Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Indenture Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Indenture Trustee and appoint a successor Trusteetrustee. If no successor trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of removal, the retiring trustee may petition any court of competent jurisdiction for the appointment of a successor trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself and all others similarly situated, petition any such court for the appointment of a successor trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Indenture Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Indenture Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Indenture Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Junior Subordinated Indenture (GW Capital Trust II)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s 's expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s 's expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Rediff Com India LTD)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Williams Holdings of Delaware Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction at the expense of the Issuer for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderSecurityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and so prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Indenture (Con-Way Inc.)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06, at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer or the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the pursuant to a Board of DirectorsResolution, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer or the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the pursuant to a Board of Directors of the IssuerResolution, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Bank of America Corp /De/)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving 30 days’ written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee maymay petition, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor TrusteeXxxxxxx. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.8 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.9 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.116.10.

Appears in 1 contract

Samples: Senior Indenture (Enstar Group LTD)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Outstanding Securities of each any series at the time Outstanding may at any time remove the Trustee with respect to the Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Junior Subordinated Indenture (Scottish Annuity & Life Holdings LTD)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series and be discharged of Securities the trusts hereby created by giving written notice of or resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, . The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstandingoutstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees with respect to the applicable series trustees by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions provision of Section 6.9 and Section 310(a3.10(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series trustee by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such seriestrustee. Such court may thereupon, after 46 such notice, if any, as it may deem properproper and described, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each all series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series trustee by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series trustee pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Tenneco Packaging Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York________, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Prepaid Security Indenture (Household International Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (E Trade Financial Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof by publication, at the Issuer’s expense, publication at least once in an each Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in Londonwith respect to such series, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of the then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry booksSecurity Register. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument instrument, in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and shall have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security or Securities of the applicable such series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself such Holder and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholdersuch Holder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; or (iv) the Issuer shall elect to remove the Trustee, provided that no Event of Default, or event which following notice or the passage of time or both would constitute an Event of Default, shall then exist with respect to the Securities or series thereof as to which the Trustee shall be removed and such removal does not adversely affect the interests of any Holder of such Securities or series; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series Securities of Securities any or all series, as appropriate, and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee or trustees, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months may may, on behalf of himself or herself such Holder and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such seriestrustee. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4c) Any resignation or removal of the Trustee with respect to any series of Securities and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (United States Cellular Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect re- spect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Indenture (McKesson Financing Trust Iv)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.08, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 4.01 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Texas Instruments Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor Company and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer Company shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Company or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Company or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer Company may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerCompany, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer Company the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Indenture (Healthsouth Corp)

Resignation and Removal; Appointment of Successor Trustee. (1) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (a) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s 's expense, at least once in an Authorized Newspaper in [the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee or Trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee or Trustees. If no successor Trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s 's expense, petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Subordinated Indenture (Rediff Com India LTD)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 60 days after the mailing of such notice of resignation, the resigning Trustee maytrustee may petition, at the expense of the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by the Securityholders. If no successor Trustee shall have been so appointed within 60 days after mailing of such Securityholdersnotice of removal, the Trustee being removed may petition, at the expense of the Issuer, any court of competent jurisdiction for the appointment of a successor Trustee. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Alliance Capital Management L P)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (b) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (cii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Senior Indenture (Freeport McMoran Resource Partners Limited Partnership)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Subordinated Securities by giving written notice of resignation to the Issuer and the Guarantor Company and (ai) if any Unregistered Subordinated Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.9, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Subordinated Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Subordinated Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer Company shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Subordinated Security or Subordinated Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Subordinated Securities after written request therefor by the Issuer Company or by any Securityholder who has been a bona fide Holder of a Subordinated Security or Subordinated Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.10 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Company or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Subordinated Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer Company may remove the Trustee with respect to the applicable series of Subordinated Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerCompany, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939Act, any Securityholder who has been a bona fide Holder of a Subordinated Security or Subordinated Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Subordinated Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Subordinated Securities of such series and appoint a successor Trustee trustee with respect to the Subordinated Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer Company the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 6.11 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.116.12.

Appears in 1 contract

Samples: Subordinated Indenture (Healthsouth Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series and be discharged of Securities the trusts created by this Indenture by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in London, (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of the then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the Security registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument instrument, in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and shall have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder Holder who has been a bona fide Holder of a Security or Securities of the applicable such series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself such Holder and all others similarly situatedsituxxxx, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities 6.8 after written request therefor by the Issuer or by any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any SecurityholderHolder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series Securities of Securities any or all series, as appropriate, and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the IssuerDirectors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee or trustees, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months may may, on behalf of himself or herself such Holder and all others similarly situatedsituxxxx, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such seriestrustee. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series trustee by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholdersthe Holders. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series trustee pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11. (e) Except in the case of a default in the payment of the principal of or interest on any Security, or in the payment of any sinking or purchase fund installment, the Trustee shall not be required to resign as provided by Section 6.8 if the Trustee shall have sustained the burden of proving, on application to the Commission and after opportunity for hearing thereon, that: (i) the default under this Indenture may be cured or waived during a reasonable period and under the procedures described in such application; and (ii) a stay of the Trustee's duty to resign will not be inconsistent with the interests of the Securityholders.

Appears in 1 contract

Samples: Indenture (CMS Energy Corp)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.8, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c)(ii) of the Trust Indenture Act of 1939 at such addresses as were so no furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.fide

Appears in 1 contract

Samples: Indenture (Rubbermaid Inc)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Bearer Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, thereof (A) by publication, mail to such Holders who have filed their names and addresses with the Trustee within the two years preceding the notice at such addresses as were so furnished to the Issuer’s expense, Trustee and (B) either through the customary notice provisions of the clearing system or systems through which beneficial interests in such Bearer Securities are owned if such Bearer Securities are held only in global form or by publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.06 at least once in an Authorized Newspaper in Luxembourg), and (bii) if any Unregistered Registered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer or the Guarantor shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board its board of Directorsdirectors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, 5.12 on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 6.09 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer Issuer, the Guarantor or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged a bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer or the Guarantor may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors or of the IssuerGuarantor’s Board of Directors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 7.01 of the action in that regard taken by such the Securityholders. (4) . Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: First Supplemental Indenture (Royal Bank of Scotland Group PLC)

Resignation and Removal; Appointment of Successor Trustee. (1a) The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series of Securities by giving written notice of resignation to the Issuer and the Guarantor and (ai) if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.6, at least once in an Authorized Newspaper in Luxembourg), (bii) if any Unregistered Securities of a series affected are then Outstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(24.4(c) of the Trust Indenture Act of 1939 (ii) at such addresses as were so furnished to the Trustee and (ciii) by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees trustees with respect to the applicable series by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 60 days after the mailing of such notice of resignation, the resigning Trustee trustee may, at the expense of the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2b) In case at any time any of the following shall occur: (ai) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 6.8 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or; (bii) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor thereof or by the Issuer or by any Securityholder; or (ciii) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trusteetrustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 19395.12, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem properproper and prescribe, remove the Trustee and appoint a successor Trusteetrustee. (3c) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such the Securityholders; the Trustee so removed may, at the expense of the Issuer, petition any court of competent jurisdiction for the appointment of a successor trustee. (4d) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Timken Co)

Resignation and Removal; Appointment of Successor Trustee. (1) a The Trustee, or any trustee or trustees hereafter appointed, may at any time resign with respect to one or more or all series and be discharged of Securities the trusts hereby created by giving written notice of or resignation to the Issuer and the Guarantor and (a) i if any Unregistered Securities of a series affected are then Outstanding, by giving notice of such resignation to the Holders thereof, by publication, at the Issuer’s expense, publication at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York, and at least once in an Authorized Newspaper in LondonLondon (and, if required by Section 3.7, at least once in an Authorized Newspaper in Luxembourg, (b) ii if any Unregistered Securities of a series affected are then Outstandingoutstanding, by mailing notice of such resignation to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 at such addresses as were so furnished to the Trustee and (c) iii by mailing notice of such resignation to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Trustee trustee or Trustees with respect to the applicable series trustees by written instrument in duplicate, executed by authority of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee trustee or Trusteestrustees. If no successor Trustee trustee shall have been so appointed with respect to any series and have accepted appointment within 30 days after the mailing of such notice of resignation, the resigning Trustee may, at the Issuer’s expense, trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Securityholder who has been a bona fide Holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 5.12, on behalf of himself or herself and all others similarly situated, petition any such court for the appointment of a successor Trusteetrustee. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor Trusteetrustee. (2) In case at any time any of the following shall occur: (a) the Trustee shall fail to comply with the provisions of Section 310(b) of the Trust Indenture Act of 1939 with respect to any series of Securities after written request therefor by the Issuer or by any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months; or (b) the Trustee shall cease to be eligible in accordance with the provisions of Section 6.9 and Section 310(a) of the Trust Indenture Act of 1939 and shall fail to resign after written request therefor by the Issuer or by any Securityholder; or (c) the Trustee shall become incapable of acting with respect to any series of Securities, or shall be adjudged bankrupt or insolvent, or a receiver or liquidator of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case, the Issuer may remove the Trustee with respect to the applicable series of Securities and appoint a successor Trustee for such series by written instrument, in duplicate, executed by order of the Board of Directors of the Issuer, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee, or, subject to the provisions of Section 315(e) of the Trust Indenture Act of 1939, any Securityholder who has been a bona fide Holder of a Security or Securities of such series for at least six months may on behalf of himself or herself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to such series. Such court may thereupon, after such notice, if any, as it may deem proper, remove the Trustee and appoint a successor Trustee. (3) The Holders of a majority in aggregate principal amount of the Securities of each series at the time Outstanding may at any time remove the Trustee with respect to Securities of such series and appoint a successor Trustee with respect to the Securities of such series by delivering to the Trustee so removed, to the successor Trustee so appointed and to the Issuer the evidence provided for in Section 7.1 of the action in that regard taken by such Securityholders. (4) Any resignation or removal of the Trustee with respect to any series and any appointment of a successor Trustee with respect to such series pursuant to any of the provisions of this Section 6.10 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 6.11.

Appears in 1 contract

Samples: Indenture (Tenneco Packaging Inc)

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