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execution or filing of any instrument or any further act, deed or conveyance on the part of any of the
<br />parties hereto, anything herein to the contrary notwithstanding.
<br />Section 10.06 Resignation by Me Trustee. The Trustee and any successor Trustee may at any
<br />time resign from the trusts hereby created by giving 30 days' written notice by first class mail, at the
<br />Company's expense, to the Issuer, the Company, the Majority Bondholder and the Registered Owner of
<br />each Bond as shown by the list of Registered Owners required by Section 2.08 hereof to be kept by the
<br />Trustee, and such resignation shall not take effect until the appointment of a successor Trustee by the
<br />Registered Owners or by the Issuer.
<br />Section 10.07 Removal of the Trustee. The Trustee may be removed at any time upon 30 days'
<br />written notice by the Issuer or, with the consent of the Issuer, by an instrument or concurrent instruments
<br />in writing delivered to the Trustee and to the Issuer and signed by the Registered Owners of a majority in
<br />aggregate principal amount of Outstanding Bonds; provided, however, such removal by the Registered
<br />Owners or the Issuer shall not take effect until the appointment of a successor Trustee by the Registered
<br />Owners or the Issuer.
<br />Section 10.08 Appointment of Successor Trustee by Registered Owners. In case the Trustee
<br />hereunder shall resign or be removed, or be dissolved, or shall be in course of dissolution or liquidation,
<br />or otherwise become incapable of acting hereunder, or in case it shall he taken under the control of any
<br />public officer or officers, or of a receiver appointed by a court, a successor may (and shall, in the event of
<br />a resignation or removal) be appointed by the Registered Owners of a majority in aggregate principal
<br />amount of Outstanding Bonds, after consultation with the Company, by an instrument or concurrent
<br />instruments in writing signed by such Registered Owners, or by their attorneys in fact duly authorized, a
<br />copy of which shall be delivered personally or sent by registered mail to the Issuer. In case of any such
<br />vacancy, the Issuer, by an instrument executed, attested and sealed by those of its officials who executed
<br />and attested the Bonds or their successors in office, may appoint a temporary Trustee to fill such vacancy
<br />until a successor Trustee shall be appointed by the Registered Owners in the manner above provided; and
<br />such temporary trustee so appointed by the Issuer shall immediately and without further act be superseded
<br />by the Trustee appointed by the Registered Owners. Every such Trustee appointed pursuant to the
<br />provisions of this Section shall be a trust company or bank in good standing, duly incorporated or
<br />organized; be duly authorized to exercise trust powers, be subject to examination by a federal or state
<br />authority, having a reported capital and surplus of not less than S75,000,000 if there be such an institution
<br />willing, qualified and able to accept the trust upon customary terms.
<br />Section 10.09 Acceptance by Any Successor Trustee. Every successor Trustee appointed
<br />hereunder shall execute, acknowledge and deliver to its or his predecessor and also to the Issuer and the
<br />Company an instrument in writing accepting such appointment hereunder, and thereupon such successor,
<br />without any further act, deed or conveyance, shall become fully vested with all the estates, properties,
<br />rights, powers, trusts, duties and obligations of its predecessor; but such predecessor shall, nevertheless,
<br />on the written request of the Issuer, or of its successor, execute and deliver an instrument transferring to
<br />such successor all the estates, properties, rights, powers and trusts of such predecessor hereunder; and
<br />every predecessor Trustee shall deliver all securities and moneys held by it as the Trustee hereunder to its
<br />successor. Should any instrument in writing from the Issuer be required by any successor Trustee for
<br />more fully and certainly vesting in such successor the estate, rights, powers and duties hereby vested or
<br />intended to be vested in the predecessor, any and all such instruments in writing shall, on request, be
<br />executed, acknowledged and delivered by the Issuer. The resignation of any Trustee and the instrument
<br />or instruments removing any Trustee and appointing a successor hereunder, together with all other
<br />instruments provided for in this Article, shall be filed or recorded by the successor Trustee in each
<br />recording office where this Indenture shall have been filed or recorded.
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