Agenda - Council - 07/12/2022 - Laserfiche WebLink

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Trustee, and deliver the same as authenticated; and, in case any of such Bonds shall not have been authenticated, any successor Trustee may authenticate such Bonds in the name of such successor Trustee. SECTION 9.6. Resignation by the Trustee. The Trustee and any successor Trustee may at any time resign from the trusts hereby created by giving thirty (30) days written notice by first-class mail, at the Company's expense, to the Issuer, the Company, and the Registered Owner(s) as shown by the list of Registered Owner(s) required by Section 2.8 hereof to be kept by the Trustee and any Bondholder who has provided the Trustee with its contact address for notices, and such resignation shall not take effect until the appointment of a successor Trustee pursuant to Section 9.8 below. SECTION 9.7. Removal of the Trustee. The Trustee may be removed at any time upon thirty(30)days written notice with notice to the Issuer and the Company or,with the consent of the Issuer, by an instrument or one or more concurrent instruments in writing delivered to the Trustee and to the Issuer and signed by Majority Bondholder(s); provided, however, that such removal by the Majority Bondholder(s) or the Issuer shall not take effect until the appointment of a successor Trustee pursuant to Section 9.8 below. If the successor has not been appointed within such thirty (30) day period, the Trustee may petition any court of competent jurisdiction in the State for the appointment of a successor. SECTION 9.8. Appointment of Successor Trustee by Bondholders. In case the Trustee hereunder shall resign or be removed, or be dissolved, or shall be in course of dissolution or liquidation,or otherwise become incapable of acting hereunder,or in case it shall be taken under the control of any public officer or officers, or of a receiver appointed by a court, a successor may (and shall, in the event of a resignation or removal) be appointed by the Majority Bondholder(s), by an instrument or one or more concurrent instruments in writing signed by Bondholders who in the aggregate qualify as the Majority Bondholder(s), their registered investment advisor who has investment discretion for such Bondholders, or by their attorneys in fact duly authorized, a copy of which shall be delivered personally or sent by private overnight delivery service to the Issuer and to the Trustee who is being replaced. In case of any such vacancy for sixty (60) days, the Issuer, by an instrument executed, attested, and sealed by an Authorized Issuer Representative, may appoint a temporary Trustee to fill such vacancy until a successor Trustee shall be appointed by the Majority Bondholder(s) in the manner above provided; and such temporary trustee so appointed by the Issuer shall immediately and without further act be superseded by the Trustee appointed by the Majority Bondholder(s). Every such Trustee appointed pursuant to the provisions of this Section shall be a trust company or bank in good standing, duly incorporated or organized; be duly authorized to exercise trust powers, be subject to examination by a federal or state authority, having a reported capital and surplus of not less than $75,000,000 if there be such an institution willing, qualified, and able to accept the trust upon customary terms. The Trustee's rights to indemnity and reimbursement of outstanding fees and expenses shall survive the Trustee's resignation or removal. The Trustee shall be entitled to deduct its fees and expenses from the Trust Estate prior to transferring any amounts to a successor trustee. SECTION 9.9. Acceptance by Any Successor Trustee. Every successor Trustee appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the Issuer and the Company an instrument in writing accepting such appointment hereunder, and 68 735810810