Common use of Resignation and Removal of Escrow Agent Clause in Contracts

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ prior written notice to the Underwriter and Issuer or may be removed, with or without cause, by the Underwriter and Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agent, at any time by the giving of ten (10) days’ prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein below. Upon any such notice of resignation or removal, the Issuer and the Underwriter, jointly, shall appoint a successor Escrow Agent hereunder. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent hereunder prior to such

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ ' prior written notice to the Underwriter and Issuer or may be removed, with or without cause, cause by the Underwriter and Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agentin writing, at any time by the giving of ten (10) days’ prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein below. Upon any such notice of resignation or removal, the Issuer and the Underwriter, jointly, shall appoint a successor Escrow Agent hereunder. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent escrow agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it served as Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten thirty (1030) days’ ' prior written notice to the Underwriter Shareholder Representative and Issuer Parent or may be removed, with or without cause, by the Underwriter Shareholder Representative and IssuerParent, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agentjointly, at any time by the giving of ten (10) days’ ' prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein belowhereinbelow. Upon any such notice of resignation or removal, the Issuer Shareholder Representative and the Underwriter, jointly, Parent jointly shall appoint a successor Escrow Agent hereunder. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ , prior written notice to the Underwriter Depositor and Issuer BICO or may be removed, with or without cause, by the Underwriter and Issuer, BICO acting jointly by furnishing a writing signed by the Issuer and the Underwriter Written Direction to Escrow Agent, at any time by the giving of ten (10) days’ ' prior written notice to Escrow Agent, with a copy of such notice to Depositor. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein below. Upon any such notice of resignation or removal, the Issuer Depositor and the Underwriter, jointly, BICO jointly shall appoint a successor Escrow Agent hereunder. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ ' prior written notice to the Underwriter and Issuer parties or may be removed, with or without cause, by the Underwriter and Issuerparties, acting jointly jointly, by furnishing a writing signed by the Issuer and the Underwriter Joint Written Direction to Escrow Agent, at any time by the giving of ten (10) days’ ' prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein below. Upon any such notice of resignation or removal, the Issuer representatives of the Placement Agents and the UnderwriterCompany identified in Sections 13a. (iv) and 13b. (iv), jointlybelow, jointly shall appoint a successor Escrow Agent hereunder, which shall be a commercial bank, trust company or other financial institution with a combined capital and surplus in excess of $10,000,000.00. Upon the acceptance in writing of any appointment as of Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent hereunder prior to suchsuch succession. After any

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ days prior written notice to the Underwriter and Issuer Representatives or may be removed, with or without cause, by the Underwriter and IssuerRepresentatives, acting jointly by furnishing a writing signed by the Issuer and the Underwriter Joint Written Direction to Escrow Agent, at any time by the giving of ten (10) days’ days prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein belowhereinbelow. Upon any such notice of resignation or removal, the Issuer and the Underwriter, jointly, Representatives jointly shall appoint a successor Escrow Agent hereunder, which shall be a United States commercial bank, trust company, or other financial institution with a combined capital and surplus in excess of $10,000,000 and not affiliated with PESA or the Purchasers. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from ---------------------------------------- the performance of its duties hereunder at any time by giving ten (10) days’ ' prior written notice to the Underwriter and Issuer or may be removed, with or without cause, cause by the Underwriter and Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agentin writing, at any time by the giving of ten (10) days’ prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein below. Upon any such notice of resignation or removal, the Issuer and the Underwriter, jointly, shall appoint a successor Escrow Agent hereunder. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent escrow agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it served as Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ ' prior written notice to the Underwriter and Issuer or may be removed, with or without cause, by the Underwriter and or Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agentin writing, at any time by the giving of ten (10) days’ ' prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein belowhereinbelow. Upon any such notice of resignation or removal, the Underwriter and Issuer and the Underwriter, jointly, jointly shall appoint a successor Escrow Agent hereunder, which shall be a commercial bank, trust company or other financial institution with a combined capital and surplus in excess of $10,000,000. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement (shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ ' prior written notice to the Underwriter Consultant and Issuer or may be removed, with or without cause, by the Underwriter Consultant and Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agentin writing, at any time by the giving give of ten (10) days’ ' prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein belowhereinbelow. Upon any such notice of resignation or removal, the Consultant and Issuer and the Underwriter, jointly, jointly shall appoint a successor Escrow Agent hereunder, which shall be a commercial bank, trust company or other financial institution with a combined capital and surplus in excess of $10,000,000. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent escrow agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days’ ' prior written notice to the Underwriter and Issuer or may be removed, with or without cause, cause by the Underwriter and Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agentin writing, at any time by the giving of ten (10) days’ prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent as provided herein below. Upon any such notice of resignation or removal, the Issuer and the Underwriter, jointly, shall appoint a successor Escrow Agent hereunder. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agent, such successor Escrow Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agent, and the retiring Escrow Agent shall be discharged from its duties and obligations under this Escrow Agreement, but shall not be discharged from any liability for actions taken as Escrow Agent escrow agent hereunder prior to suchsuch succession. After any retiring Escrow Agent's resignation or removal, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Escrow Agent under this Escrow Agreement.

Resignation and Removal of Escrow Agent. Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten thirty (1030) days’ prior written notice to the Underwriter Purchaser and Issuer Seller or may be removed, with or without cause, by the Underwriter mutual agreement of Purchaser and Issuer, acting jointly by furnishing a writing signed by the Issuer and the Underwriter to Escrow Agent, Seller at any time by the giving of ten thirty (1030) days’ prior written notice to Escrow Agent. Such resignation or removal shall take effect upon the appointment of a successor Escrow Agent escrow agent as provided herein belowherein. Upon any such notice of resignation or removal, the Issuer Purchaser and the Underwriter, jointly, Seller shall appoint a successor Escrow Agent hereunderescrow agent. Upon the acceptance in writing of any appointment as Escrow Agent hereunder by a successor Escrow Agentescrow agent, such successor Escrow Agent escrow agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Escrow Agentescrow agent, and the retiring Escrow Agent escrow agent shall be discharged from its duties and obligations under this Agreement other than to safely keep the Escrow Agreementand to deliver the same to the successor escrow agent as directed by joint instructions of Purchaser and Seller or by a court Exh. A-3 order. Notwithstanding anything herein to the contrary, but any resignation or removal of an escrow agent shall not be discharged discharge such escrow agent from any liability for actions taken as Escrow Agent escrow agent hereunder prior to suchsuch removal or resignation. After any retiring escrow agent’s resignation or removal, the provisions of this Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was escrow agent under this Agreement.