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

Resignation and Removal of the Escrow Agent. The Escrow Agent, and any successor Escrow Agent, may resign at any time as Escrow Agent hereunder by giving at least 60 calendar days’ prior written notice to the Acquiror and the Stockholder. Upon such resignation and the appointment of a successor Escrow Agent, the obligations and duties of the resigning Escrow Agent shall terminate. Upon their receipt of notice of resignation from the Escrow Agent, the Acquiror and the Stockholder shall use reasonable efforts jointly to designate a successor Escrow Agent. In the event the Acquiror and the Stockholder do not agree upon a successor Escrow Agent within 60 calendar days after the receipt of such notice, the Escrow Agent so resigning may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or other appropriate relief and any such resulting appointment shall be binding upon the parties hereto. The Escrow Agent may be removed, with or without cause, by 10 calendar days’ written notice to the Escrow Agent from the Acquiror and the Stockholder. The Escrow Agent or successor Escrow Agent shall continue to act as Escrow Agent until a successor is appointed and qualified to act as Escrow Agent in accordance with this Section.

Resignation and Removal of the Escrow Agent. The Escrow Agent, and any successor Escrow Agent, may resign at any time as Escrow Agent hereunder by giving at least 60 calendar days’ prior written notice to the Acquiror Buyer and the StockholderRepresentative. Upon such resignation and the appointment of a successor Escrow Agent, the obligations and duties of the resigning Escrow Agent shall will terminate. Upon their receipt of notice of resignation from the Escrow Agent, the Acquiror Buyer and the Stockholder shall Representative will use reasonable efforts jointly to designate a successor Escrow Agent. In the event the Acquiror Buyer and the Stockholder Representative do not agree upon a successor Escrow Agent within 60 calendar days after the receipt of such notice, the Escrow Agent so resigning may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or other appropriate relief and any such resulting appointment shall will be binding upon the parties hereto. The Escrow Agent may be removed, with or without cause, by 10 calendar days’ written notice to the Escrow Agent from the Acquiror both Buyer and the StockholderRepresentative. The Escrow Agent or successor Escrow Agent shall will continue to act as Escrow Agent until a successor is appointed and qualified to act as Escrow Agent in accordance with this SectionSection 7.

Resignation and Removal of the Escrow Agent. The Escrow Agent, and any successor Escrow Agent, may resign at any time as Escrow Agent hereunder by giving at least 60 calendar days’ prior written notice to the Acquiror and the StockholderStockholder Representative. Upon such resignation and the appointment of a successor Escrow Agent, the obligations and duties of the resigning Escrow Agent shall terminate. Upon their receipt of notice of resignation from the Escrow Agent, the Acquiror and the Stockholder Representative shall use reasonable efforts jointly to designate a successor Escrow Agent. In the event the Acquiror and the Stockholder Representative do not agree upon a successor Escrow Agent within 60 calendar days after the receipt of such notice, the Escrow Agent so resigning may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or other appropriate relief and any such resulting appointment shall be binding upon the parties hereto. The Escrow Agent may be removed, with or without cause, by 10 calendar days’ written notice to the Escrow Agent from the Acquiror and the StockholderStockholder Representative. The Escrow Agent or successor Escrow Agent shall continue to act as Escrow Agent until a successor is appointed and qualified to act as Escrow Agent in accordance with this Section.

Resignation and Removal of the Escrow Agent. The Escrow Agent, and any successor Escrow Agent, Agent may resign and be discharged from its duties hereunder at any time as Escrow Agent hereunder by giving at least 60 calendar thirty (30) days’ prior written notice of such resignation to the Acquiror Interested Parties specifying a date upon which such resignation shall take effect; provided, however, that the Escrow Agent shall continue to serve as escrow agent hereunder until its successor accepts the Escrow Fund and assumes the StockholderEscrow Agent’s obligations under this Agreement. Upon receipt of such resignation and the appointment of notice, a successor escrow agent shall be appointed by the Interested Parties, such successor escrow agent to become the Escrow Agent, Agent hereunder and to succeed to all of the rights and obligations and duties of the resigning Escrow Agent shall terminateon the resignation date specified in such notice. Upon their receipt If a written instrument of notice of resignation from the Escrow Agent, the Acquiror and the Stockholder shall use reasonable efforts jointly to designate acceptance by a successor Escrow Agent. In escrow agent shall not have been delivered to the event the Acquiror and the Stockholder do not agree upon a successor Escrow Agent within 60 calendar forty (40) days after the receipt giving of such noticenotice of resignation, the resigning Escrow Agent so resigning may at the expense of the Interested Parties petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or other appropriate relief and any such resulting appointment shall be binding upon the parties heretoescrow agent. The Escrow Agent Interested Parties may be removed, with or without cause, at any time substitute a new escrow agent by 10 calendar giving ten (10) days’ prior written notice thereof to the Escrow Agent from then acting and by the Acquiror Interested Parties paying all fees and the Stockholder. The expenses of such Escrow Agent or successor Escrow Agent shall continue to act accrued as Escrow Agent until a successor is appointed and qualified to act as Escrow Agent in accordance with this Sectionof such date.

Resignation and Removal of the Escrow Agent. The Escrow Agent, and any successor Escrow Agent, may resign at any time as Escrow Agent hereunder by giving at least 60 calendar days’ prior written notice to the Acquiror Indemnified Party and the StockholderIndemnitor. Upon such resignation and the appointment of a successor Escrow Agent, the obligations and duties of the resigning Escrow Agent shall will terminate. Upon their receipt of notice of resignation from the Escrow Agent, the Acquiror Indemnified Party and the Stockholder shall Indemnitor will use reasonable efforts jointly to designate a successor Escrow Agent. In the event the Acquiror Indemnified Party and the Stockholder Indemnitor do not agree upon a successor Escrow Agent within 60 calendar days after the receipt of such notice, the Escrow Agent so resigning may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or other appropriate relief and any such resulting appointment shall will be binding upon the parties hereto. The Escrow Agent may be removed, with or without cause, by 10 calendar days’ written notice to the Escrow Agent from the Acquiror given jointly by Indemnified Party and the StockholderIndemnitor. The Escrow Agent or successor Escrow Agent shall will continue to act as Escrow Agent until a successor is appointed and qualified to act as Escrow Agent in accordance with this SectionSection 5.