Common use of SUBSTITUTE ESCROW AGENT Clause in Contracts

SUBSTITUTE ESCROW AGENT. The Escrow Agent may, upon not less than 60 days prior written notice to the Trust and the Security Holders, resign as the Escrow Agent. The Trust and the Security Holders shall, before the effective date of the Escrow Agent's resignation, mutually agree upon and appoint a successor Escrow Agent. If the Trust and the Security Holders fail to agree upon a successor Escrow Agent at least 10 days prior to the date of resignation, an impasse shall be deemed to exist, at which time the Independent Trustees shall have the right to select the successor Escrow Agent. Pending resolution of the impasse and selection of the successor Escrow Agent, the Escrow Agent then serving under this Agreement shall continue to serve as the Escrow Agent, but shall have no liability for its actions other than for gross negligence or acts amounting to criminal misconduct.