Common use of SUCCESSOR TO PAYING AGENTS Clause in Contracts

SUCCESSOR TO PAYING AGENTS. (a) On the execution by the Trustee, the Manager and any successor Paying Agent of an instrument effecting the appointment of that successor Paying Agent, that successor Paying Agent shall, without any further act, deed or conveyance, become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of its predecessor with effect as if originally named as Paying Agent (or, in the case of a successor Principal Paying Agent, as if originally named as Principal Paying Agent) in this agreement and that predecessor, on payment to it of the pro rata proportion of its administration fee and disbursements then unpaid (if any), shall have no further liabilities under this agreement, except for any accrued liabilities arising from or relating to any act or omission occurring prior to the date on which the successor Paying Agent is appointed. (b) Any corporation: (i) into which a Paying Agent is merged; (ii) with which a Paying Agent is consolidated; (iii) resulting from any merger or consolidation to which a Paying Agent is a party; or (iv) to which a Paying Agent sells or otherwise transfers all or substantially all the assets of its corporate trust business, shall, on the date when that merger, conversion, consolidation, sale or transfer becomes effective and to the extent permitted by applicable law, become a successor Paying Agent under this agreement without the execution or filing of any agreement or document or any further act on the part of the parties to this agreement, unless otherwise required by the Trustee or the Manager, and after that effective date all references in this agreement to a -------------------------------------------------------------------------------- Page 27 Allens Arthur Robinson + Agency Agreement -------------------------------------------------------------------------------- Paying Agent (or in the case of a successor Principal Paying Agent, to the Principal Paying Agent) shall be references to that corporation.

SUCCESSOR TO PAYING AGENTS. (a) On the execution by the Trustee, the Manager and any successor Paying Agent of an instrument effecting the appointment of that successor Paying Agent, that successor Paying Agent shall, without any further act, deed or conveyance, become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of its predecessor with effect as if originally named as Paying Agent (or, in the case of a successor Principal Paying Agency Agreement [Allens Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- Agent, as if originally named as Principal Paying Agent) in this agreement and that predecessor, on payment to it of the pro rata proportion of its administration fee and disbursements then unpaid (if any), shall have no further liabilities under this agreement, except for any accrued liabilities arising from or relating to any act or omission occurring prior to the date on which the successor Paying Agent is appointed. (b) Any corporation: (i) into which a Paying Agent is merged; (ii) with which a Paying Agent is consolidated; (iii) resulting from any merger or consolidation to which a Paying Agent is a party; or (iv) to which a Paying Agent sells or otherwise transfers all or substantially all the assets of its corporate trust business, shall, on the date when that merger, conversion, consolidation, sale or transfer becomes effective and to the extent permitted by applicable law, become a successor Paying Agent under this agreement without the execution or filing of any agreement or document or any further act on the part of the parties to this agreement, unless otherwise required by the Trustee or the Manager, and after that effective date all references in this agreement to a -------------------------------------------------------------------------------- Page 27 Allens Arthur Robinson + Agency Agreement -------------------------------------------------------------------------------- Paying Agent (or in the case of a successor Principal Paying Agent, to the Principal Paying Agent) shall be references to that corporation.

SUCCESSOR TO PAYING AGENTS. (a) On the execution by the Trustee, the Manager and any successor Paying Agent of an instrument effecting the appointment of that successor Paying Agent, that successor Paying Agent shall, without any further act, deed or conveyance, become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of its predecessor with effect as if originally named as Paying Agent (or, in the case of a successor Principal Paying Agent, as if originally named as Principal Paying Agent) in this agreement and that predecessor, on payment to it of the pro rata proportion of its administration fee and disbursements then unpaid (if any), shall have no further liabilities under this agreement, except for any accrued liabilities arising from or relating to any act or omission occurring prior to the date on which the successor Paying Agent is appointed. (b) Any corporation: (i) into which a Paying Agent is merged; (ii) with which a Paying Agent is consolidated; (iii) resulting from any merger or consolidation to which a Paying Agent is a party; or (iv) to which a Paying Agent sells or otherwise transfers all or substantially all the assets of its corporate trust business, shall, on the date when that merger, conversion, consolidation, sale or transfer becomes effective and to the extent permitted by applicable law, become a successor Paying Agent under this agreement without the execution or filing of any agreement or document or any further act on the part of the parties to this agreement, unless otherwise required by the Trustee or the Manager, and after that effective date all references in this agreement to a -------------------------------------------------------------------------------- Page 27 Allens Arthur Robinson + Agency Agreement -------------------------------------------------------------------------------- Paying Agent (or in the case of a successor Principal Paying Agent, to the Principal Paying Agent) shall be references to that corporation.

SUCCESSOR TO PAYING AGENTS. (a) On the execution by the Trustee, the Manager and any successor Paying Agent of an instrument effecting the appointment of that successor Paying Agent, that successor Paying Agent shall, without any further act, deed or conveyance, become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of its predecessor with effect as if originally named as Paying Agent (or, in the case of a successor Principal Paying Agent, as if originally named as Principal Paying Agent) in this agreement and that predecessor, on payment to it of the pro rata proportion of its administration fee and disbursements then unpaid (if any), shall have no further liabilities under this agreement, except for any accrued liabilities arising from or relating to any act or omission occurring prior to the date on which the successor Paying Agent is appointed. (b) Any corporation: (i) into which a Paying Agent is merged; (ii) with which a Paying Agent is consolidated; (iii) resulting from any merger or consolidation to which a Paying Agent is a party; or (iv) to which a Paying Agent sells or otherwise transfers all or substantially all the assets of its corporate trust business, -------------------------------------------------------------------------------- Page 25 + AGENCY AGREEMENT ALLENS XXXXXX XXXXXXXX -------------------------------------------------------------------------------- shall, on the date when that merger, conversion, consolidation, sale or transfer becomes effective and to the extent permitted by applicable law, become a successor Paying Agent under this agreement without the execution or filing of any agreement or document or any further act on the part of the parties to this agreement, unless otherwise required by the Trustee or the Manager, and after that effective date all references in this agreement to a -------------------------------------------------------------------------------- Page 27 Allens Arthur Robinson + Agency Agreement -------------------------------------------------------------------------------- Paying Agent (or in the case of a successor Principal Paying Agent, to the Principal Paying Agent) shall be references to that corporation.

SUCCESSOR TO PAYING AGENTS. (a) On the execution by the Trustee, the Manager and any successor Paying Agent of an instrument effecting the appointment of that successor Paying Agent, that successor Paying Agency Agreement [ALLENS XXXXXX XXXXXXXX LOGO] -------------------------------------------------------------------------------- Agent shall, without any further act, deed or conveyance, become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of its predecessor with effect as if originally named as Paying Agent (or, in the case of a successor Principal Paying Agent, as if originally named as Principal Paying Agent) in this agreement and that predecessor, on payment to it of the pro rata proportion of its administration fee and disbursements then unpaid (if any), shall have no further liabilities under this agreement, except for any accrued liabilities arising from or relating to any act or omission occurring prior to the date on which the successor Paying Agent is appointed. (b) Any corporation: (i) into which a Paying Agent is merged; (ii) with which a Paying Agent is consolidated; (iii) resulting from any merger or consolidation to which a Paying Agent is a party; or (iv) to which a Paying Agent sells or otherwise transfers all or substantially all the assets of its corporate trust business, shall, on the date when that merger, conversion, consolidation, sale or transfer becomes effective and to the extent permitted by applicable law, become a successor Paying Agent under this agreement without the execution or filing of any agreement or document or any further act on the part of the parties to this agreement, unless otherwise required by the Trustee or the Manager, and after that effective date all references in this agreement to a -------------------------------------------------------------------------------- Page 27 Allens Arthur Robinson + Agency Agreement -------------------------------------------------------------------------------- Paying Agent (or in the case of a successor Principal Paying Agent, to the Principal Paying Agent) shall be references to that corporation.

SUCCESSOR TO PAYING AGENTS. (a) On the execution by the Trustee, the Manager and any successor Paying Agent of an instrument effecting the appointment of that successor Paying Agent, that successor Paying Agent shall, without any further act, deed or conveyance, become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of its predecessor with effect as if originally named as Paying Agent (or, in the case of a successor Principal Paying Agent, as if originally named as Principal Paying Agent) in this agreement and that predecessor, on payment to it of the pro rata proportion of its administration fee and disbursements then unpaid (if any), shall have no further liabilities under this agreement, except for any accrued liabilities arising from or relating to any act or omission occurring prior to the date on which the successor Paying Agent is appointed.. Agency Agreement [Allens Arthur Robinson LOGO] -------------------------------------------------------------------------------- (b) Any corporation: (i) into which a Paying Agent is merged; (ii) with which a Paying Agent is consolidated; (iii) resulting from any merger or consolidation to which a Paying Agent is a party; or (iv) to which a Paying Agent sells or otherwise transfers all or substantially all the assets of its corporate trust business, shall, on the date when that merger, conversion, consolidation, sale or transfer becomes effective and to the extent permitted by applicable law, become a successor Paying Agent under this agreement without the execution or filing of any agreement or document or any further act on the part of the parties to this agreement, unless otherwise required by the Trustee or the Manager, and after that effective date all references in this agreement to a -------------------------------------------------------------------------------- Page 27 Allens Arthur Robinson + Agency Agreement -------------------------------------------------------------------------------- Paying Agent (or in the case of a successor Principal Paying Agent, to the Principal Paying Agent) shall be references to that corporation.