Common use of Termination of Remarketing Agreement Clause in Contracts

Termination of Remarketing Agreement. (a) This Agreement shall terminate as to the Remarketing Agent and its obligations hereunder with respect to VRRM-MFP Shares upon the earliest to occur of (a) the effective date of the resignation or removal of such Remarketing Agent pursuant to Section 5(a) and Section 5(b), respectively, (b) the completion of a successful Transition Remarketing on a New Mode Commencement Date in connection with transition to a new Mode, or (c) the date on which no VRRM-MFP Shares are Outstanding. (b) In addition, the Remarketing Agent may terminate this Agreement and all of its obligations hereunder with respect to the VRRM-MFP Shares, by notifying the Fund and the Calculation and Paying Agent of its election to do so, if any of the conditions referred to or set forth in Section 8 hereof with respect to the VRRM-MFP Shares have not been met or satisfied in full and such failure shall have continued for a period of 30 days after the Remarketing Agent has given notice thereof to the Fund specifying the condition which has not been met and requiring it to be met; provided, however, that termination of this Agreement with respect to the VRRM-MFP Shares by the Remarketing Agent after giving the required notices with respect to the VRRM-MFP Shares shall be immediate in the event of the occurrence and continuation of any event set forth in Section 8(b)(i), (ii), (iii) or (iv) hereof with respect to the VRRM-MFP Shares, or in the event the Remarketing Agent determines, in its sole discretion, that it shall not have received all of the information, whether or not specifically referenced herein, necessary to fulfill its obligations under this Agreement with respect to the VRRM-MFP Shares.

Termination of Remarketing Agreement. (a) This Agreement shall terminate as to the a Remarketing Agent and its obligations hereunder with respect to VRRM-MFP Shares upon the earliest to occur of (a) on the effective date of the resignation or removal of such Remarketing Agent pursuant to Section 5(a) and Section 5(b), respectively, (b) the completion of a successful Transition Remarketing on a New Mode Commencement Date in connection with transition to a new Mode, or (c) the date on which no VRRM-MFP Shares are Outstanding6 hereof. (b) In addition, the a Remarketing Agent may terminate this Agreement and all of its obligations hereunder with respect to the VRRM-MFP Shares, under this Agreement immediately by notifying the Fund Company and the Calculation and Paying other Remarketing Agent of its election to do so, if at any time on or before the Closing Date, in the event that: (i) any of the conditions referred to or set forth in Section 8 8(a) hereof with respect to the VRRM-MFP Shares have not been met or satisfied in full and such failure full, or the Company shall have continued for a period failed to comply with the certification requirements of 30 days after the Remarketing Agent has given notice thereof to the Fund specifying the condition which has not been met and requiring it to be metSection 8(b); provided, however, that termination of this Agreement with respect to the VRRM-MFP Shares by the Remarketing Agent after giving the required notices with respect to the VRRM-MFP Shares shall be immediate in the event (ii) any of the occurrence and continuation of any event events set forth in Section 8(b)(i), (ii), 8(b) hereof shall have occurred or be continuing; or (iii) or (iv) hereof with respect to the VRRM-MFP Shares, or in the event the a Remarketing Agent determines, in its sole discretion, after consultation with the Company and the other Remarketing Agent, that it shall not have received all of the information, whether or not specifically referenced herein, necessary to fulfill its obligations under this Agreement. (c) If this Agreement with respect is terminated pursuant to this Section, such termination shall be without liability of any party to any other party, except that, in the VRRMcase of removal of a Remarketing Agent by the Company pursuant to Section 6 or termination pursuant to Section 11(b) of this Agreement, the Company shall reimburse the Remarketing Agent or Agents for all of its or their out-MFP Sharesof-pocket expenses, including the reasonable fees and disbursements of counsel for the Remarketing Agents. Sections 2, 5, 9, 10, 11(c) and 12 shall survive termination of this Agreement and remain in full force and effect.

Termination of Remarketing Agreement. (a) This Agreement shall terminate terminate, as to the Remarketing Agent and its obligations hereunder with respect to VRRM-MFP Shares upon the earliest to occur of (a) Agent, on the effective date of the resignation or removal of such Remarketing Agent pursuant to Section 5(a) 6 hereof; provided, however, that the provisions of Sections 5 and Section 5(b), respectively, (b) the completion of a successful Transition Remarketing on a New Mode Commencement Date in connection with transition to a new Mode, or (c) the date on which no VRRM-MFP Shares are Outstanding9 hereof shall survive any such termination. (b) In addition, the Remarketing Agent may terminate this Agreement resign and all of be discharged from its duties and obligations hereunder with respect to the VRRM-MFP Shareshereunder, by notifying the Fund and the Calculation and Paying Agent Trust of its election to do so, (i) if any of the conditions referred to or set forth in Section 8 hereof with respect to the VRRM-MFP Shares have has not been met or satisfied in full and such failure shall have continued for a period of 30 days after the Remarketing Agent has given notice thereof to the Fund Trust specifying the condition which has not been met and requiring it to be met; provided, however, that termination of this Agreement with respect to the VRRM-MFP Shares by the Remarketing Agent after giving the required notices with respect to the VRRM-MFP Shares shall be immediate in the event of the occurrence and continuation of any event set forth in Section 8(b)(i), met or (ii), (iii) or (iv) hereof with respect to the VRRM-MFP Shares, or in the event the Remarketing Agent reasonably determines, in its sole discretionafter consultation with the Trust, that it shall has not have received all of the information, whether or not specifically referenced herein, necessary to fulfill its obligations under this Agreement with respect Agreement. Any resignation and discharge made pursuant to clause (i) hereof shall be effective immediately after the VRRM-MFP SharesRemarketing Agent gives notice of its resignation as required in clause (i) hereof after 30 days of failure by the Trust to meet the conditions specified in the Remarketing Agent's first notice pursuant to clause (i) hereof. Any resignation and discharge made pursuant to clause (ii) hereof shall be effective on the date specified in such notice, but, unless the Remarketing Agent fails to perform its duties under Section 4(b), not earlier than 60 days after the delivery of such notice.