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

Resignation and Removal of the Escrow Agent. The Escrow Agent may resign as escrow agent of the Escrow Funds at any time, with or without cause, by giving at least thirty (30) days’ prior written notice to each of the Company and the Stockholder, such resignation to be effective thirty (30) days following the date such notice is given. In the event of any such resignation, a successor escrow agent, which shall be a bank or trust company organized under the laws of the United States of America or of the State of California having. In the event that a successor escrow agent has not been appointed within thirty (30) days after notice of the Escrow Agent’s resignation, the Escrow Agent shall be entitled to petition a court of competent jurisdiction to have a successor escrow agent appointed. Any such successor escrow agent shall deliver to the Company and the Stockholder a written instrument accepting such appointment, and thereupon it shall succeed to all the rights and duties of the Escrow Agent hereunder and shall be entitled to receive possession of the Escrow Funds. Upon receipt of the identity of the successor escrow agent, the Escrow Agent shall deliver the Escrow Funds then held hereunder to the successor escrow agent.

Resignation and Removal of the Escrow Agent. The Escrow Agent may resign as escrow agent of the Escrow Funds hereunder at any time, time with or without cause, cause by giving at least thirty (30) 30 days’ prior written notice to each of the Company Purchaser and the StockholderSeller, such resignation to be effective thirty (30) 30 days following the date such notice is given. In addition, Purchaser and Seller may jointly remove the Escrow Agent as escrow agent at any time with or without cause, by an instrument executed by Purchaser and Seller (which may be executed in counterparts) given to the Escrow Agent, which instrument will designate the effective date of such removal, which date will not be less than 30 days from the date of such instrument. In the event of any such resignationresignation or removal, a successor escrow agent, agent which shall will be a bank or trust company organized under the laws of the United States of America having (or if such bank or trust company is a member of a bank company, its bank holding company has) a combined capital and surplus of not less than $100,000,000, will be appointed by Purchaser with the State approval of California havingSeller, which approval will not be unreasonably withheld, conditioned or delayed. In the event that If Purchaser fails to appoint a successor escrow agent has not been appointed within thirty (30) 15 days after notice of receiving the Escrow Agent’s resignationwritten notice, the Escrow Agent shall be entitled have the right to petition apply to a court of competent jurisdiction to have for the appointment of a successor escrow agent appointedagent. Any such successor escrow agent shall will deliver to the Company Purchaser and the Stockholder Seller a written instrument accepting such appointment, and thereupon it shall will succeed to all the rights and duties of the Escrow Agent escrow agent hereunder and shall will be entitled to receive possession of the Escrow Funds. Upon receipt of the identity of the successor escrow agent, the Escrow Agent shall deliver the Escrow Funds then held hereunder to the successor escrow agent.

Resignation and Removal of the Escrow Agent. The Escrow Agent may resign as escrow agent of the Escrow Funds Agent at any time, time with or without cause, with respect to the Escrow Fund by giving at least thirty (30) calendar days’ prior written notice to each of the Company Stockholders’ Representative and the StockholderCompany, such resignation to be effective thirty (30) calendar days following the date such notice is given. In addition, the Stockholders’ Representative and the Company may jointly remove the Escrow Agent as escrow agent at any time with or without cause, by an instrument executed by Stockholders’ Representative and the Company (which may be executed in counterparts) given to the Escrow Agent, which instrument shall designate the effective date of such removal. In the event of any such resignationresignation or removal, a successor escrow agent, which shall be a bank or trust company organized under the laws of the United States of America or of America, the State of California having. In or having (or if such bank or trust company is a member of a bank company, its bank holding company shall have) a combined capital and surplus of not less than $100,000,000, shall be appointed by Stockholders’ Representative on the event that a successor escrow agent has not been appointed within thirty (30) days after notice terms of this Agreement with the written approval of the Escrow Agent’s resignationCompany, the Escrow Agent which approval shall not be entitled to petition a court of competent jurisdiction to have a successor escrow agent appointedunreasonably withheld or delayed. Any such successor escrow agent shall deliver to the Company Stockholders’ Representative and the Stockholder Company, a written instrument accepting such appointment, and thereupon it shall succeed to all the rights and duties of the Escrow Agent escrow agent hereunder and shall be entitled to receive possession of the Escrow FundsFund. Upon receipt of the identity of the successor escrow agent, the Escrow Agent shall deliver the Escrow Funds Fund then held hereunder to the successor escrow agent.