Common use of Resignation of Escrow Agent; Appointment of Successor Clause in Contracts

Resignation of Escrow Agent; Appointment of Successor. The Escrow Agent acting at any time hereunder may resign at any time by giving at least thirty (30) days' prior written notice of resignation to the Parent and the Slick 50 Stockholders' Representative (as defined in Section 6.1), such resignation to be effective on the date specified in such notice. Upon receipt of such notice, the Parent and the Slick 50 Stockholders' Representative shall, unless they otherwise agree, appoint a bank or trust company with a combined capital and surplus of at least $25 million as successor Escrow Agent, by a written instrument delivered to such Escrow Agent, the Parent and the Slick 50 Stockholders' Representative, whereupon such successor Escrow Agent shall succeed to all the rights and obligations of the retiring Escrow Agent as of the effective date of resignation as if originally named herein. Upon such assignment of this Escrow Agreement, the retiring Escrow Agent shall duly transfer and deliver the Escrow Deposit at the time held by the retiring Escrow Agent, provided that, if no successor Escrow Agent shall have been appointed on the effective date of resignation of the resigning Escrow Agent hereunder, the resigning Escrow Agent may pay the Escrow Deposit into a court of competent jurisdiction.

Resignation of Escrow Agent; Appointment of Successor. The Escrow Agent acting at any time hereunder may resign at any time by giving at least thirty (30) 30 calendar days' prior written notice of resignation to the Parent Holder Representative and the Slick 50 Stockholders' Representative (as defined in Section 6.1)Surviving Corporation, such resignation to be effective on the date specified in such notice. Upon receipt of such notice, the Parent Holder Representative and the Slick 50 Stockholders' Representative Surviving Corporation shall, unless they otherwise agree, appoint a bank or trust company with a combined capital and surplus of at least One Hundred Million Dollars ($25 million 100,000,000) as successor to the Escrow Agent, by a written instrument delivered to such successor Escrow Agent, the Parent Holder Representative and the Slick 50 Stockholders' RepresentativeSurviving Corporation, whereupon such successor Escrow Agent shall succeed to all the rights and obligations of the retiring resigning Escrow Agent as of the effective date of resignation as if originally named herein. Upon such assignment of this Escrow Agreement, the retiring resigning Escrow Agent shall duly transfer and deliver the Escrow Deposit Amount (as defined in SECTION 2.1(b) hereof), at the time held by the retiring resigning Escrow Agent, provided to such successor Escrow Agent, PROVIDED that, if no successor Escrow Agent shall have been appointed on the effective date of resignation of the resigning Escrow Agent hereunder, the resigning Escrow Agent may pay the Escrow Deposit Amount into a court of competent jurisdiction.

Resignation of Escrow Agent; Appointment of Successor. The Escrow Agent acting at any time hereunder may resign at any time by giving at least thirty (30) 30 days' prior written notice of resignation to the Parent Cardinal and the Slick 50 Stockholders' Representative (as defined in Section 6.1)MediQual Stockholders Representative, such resignation to be effective on the date specified in such notice. Upon receipt of such notice, the Parent and the Slick 50 Stockholders' Representative Cardinal shall, unless they otherwise agreeagreed between Cardinal and the MediQual Stockholders Representative, appoint a bank or trust company with a combined capital and surplus of at least $25 100 million as successor Escrow Agent, by a written instrument delivered to such Escrow Agent, the Parent Agent and the Slick 50 Stockholders' MediQual Stockholders Representative, whereupon such successor Escrow Agent shall succeed to all the rights and obligations of the retiring Escrow Agent as of the effective date of resignation as if originally named herein. Upon such assignment of this Escrow Agreement, the retiring Escrow Agent shall duly transfer and deliver the Escrow Deposit at the time held by the retiring Escrow Agent, provided that, if no successor Escrow Agent shall have been appointed on the effective date of resignation of the resigning Escrow Agent hereunder, the resigning Escrow Agent may pay the Escrow Deposit into a court of competent jurisdiction.

Resignation of Escrow Agent; Appointment of Successor. The ----------------------------------------------------- Escrow Agent acting at any time hereunder may resign at any time by giving at least thirty (30) days' prior written notice of resignation to the Parent Xxxxx and the Slick 50 Stockholders' Representative (as defined in Section 6.1)Seller Representative, such resignation to be effective on the date specified in such notice. Upon receipt of The resigning Escrow Agent may appoint by written instrument delivered to such noticesuccessor Escrow Agent, the Parent Xxxxx and the Slick 50 Stockholders' Seller Representative, or failing such appointment, Xxxxx and the Seller Representative shallshall appoint, unless they otherwise agree, appoint a bank or trust company with a combined capital and surplus of at least $25 million 500,000,000 as successor Escrow Agent, by a written instrument delivered to such Escrow Agent, the Parent and the Slick 50 Stockholders' Representative, whereupon such successor Escrow Agent shall succeed to all the rights and obligations of the retiring Escrow Agent as of the effective date of resignation as if originally named herein. Upon such assignment of this Escrow Agreement, herein and the retiring Escrow Agent shall duly transfer and deliver the Escrow Deposit and other property at the time held by the retiring Escrow Agent, provided that, that if no successor Escrow -------- Agent shall have been appointed on the effective date of resignation of the resigning Escrow Agent hereunder, the resigning Escrow Agent may pay the Escrow Deposit into a court of competent jurisdiction.

Resignation of Escrow Agent; Appointment of Successor. The Escrow Agent acting at any time hereunder may resign at any time by giving at least thirty (30) 60 days' prior written notice of resignation to the Parent and the Slick 50 StockholdersShareholders' Representative (as defined in Section 6.1)Representative, such resignation to be effective on the date specified in such notice. Upon receipt of such notice, the Parent and the Slick 50 StockholdersShareholders' Representative shall, unless they otherwise agree, appoint a [bank or trust company with a combined capital and surplus of at least $25 million 100 million] as successor to the Escrow Agent, by a written instrument delivered to such successor Escrow Agent, the Parent and the Slick 50 StockholdersShareholders' Representative, Representative whereupon such successor Escrow Agent shall succeed to all the rights and obligations of the retiring resigning Escrow Agent as of the effective date of resignation as if originally named herein. Upon such assignment of this Escrow Agreement, the retiring resigning Escrow Agent shall duly transfer and deliver the Escrow Deposit Amount (as defined in Section 2.2(b) hereof), at the time held by the retiring resigning Escrow Agent, provided to such successor Escrow Agent, PROVIDED that, if no successor Escrow Agent shall have been appointed on the effective date of resignation of the resigning Escrow Agent hereunder, the resigning Escrow Agent may pay any funds remaining in the Escrow Deposit Account (as defined in Section 2.2(b)) into a court of competent jurisdiction.