res_8554 - Laserfiche WebLink

Home

10. This Agreement is made by the City for the benefit of the holders of the Bonds, and is not revocable by the City, and the investments and other funds deposited in the Escrow Account and all income therefrom have been irrevoca.bly appropriated tor the payment of the Bonds and interest thereon in accordance with this Agreement. 11. This Agreement shall be binding upon and shall inure to the benefit of the City and the Escrow Agent and their respective successors and assigns. In addition, this Agreement shall constitute a third party beneficiary contract for the benefit of the holders of the Bonds and said third party beneficiaries shall be entitled to enforce performance and observance by the City and the Escrow Agent of the respective agreements and covenants herein contained as fully and completely as if said third party beneficiaries were parties hereto. Any bank into which the Escrow Agent may be merged or with which it may be consolidated or any bank resulting from any merger or consolidation to which it shall be a party or any bank to which it may sell or transfer all or substantially all of its corporate trust business shall, if the City approvês, be the successor a.gent without the execution of any document or the performance of any further act. 12. The Escrow Agent may at any time resign and be discharged of its obliga.- tions hereunder by giving to the Manager of the City written notice of such resignation not less than 60 days before the date when the same is to take effect, and by publication of a copy of such notice in a daily or ~eek1y Minnesota newspaper published in a Minnesota City of the first class, or its metropolitan area, which circulates throughout the state and furnishes financial news as part of its service, not less than 30 days prior to such date; provided that the full coots of securing a successor shall be paid by the Escrow Agent; and provided further that the successor shall also serve as the Escrow Agent without cœt to the City. Such resignation shall take effect upon the date specified in the notice, or upon the appointment and qualification of a successor prior to that date. In the event of such resignation, a successor shall promptly be appointed by the City, and the Manager of the City shall immediately give written notice thereof to the predecessor Escrow Agent and publish the same in the manner described in this paragraph. If no appointment of a successor Escrow Agent is made within 45 days after the receipt by the City of notice of such resignation, the Escrow Agent or the holder of any Bond may apply to any court of competent jurisdiction to appoint a successor Escrow Agent, which appointment may be made by the court after such notice, if any, as the court may prescribe. Any successor Escrow Agent appointed hereunder shall execute, acknowledge and deliver to its predecessor agent and to the City a written acceptance of such appointment, and shall thereupon \vithout any further act, deed or conveyance become fully vested \yith all rnoneys, properties, duties and obligations of its predecessor, but the predecessor shall nevertheless pay over, transfer, assign and deliver all moneys, securities or other property held by it to the successor Escrow Agent, shall execute, acknowledge and deliver such instruments of convey- ance and do such other things as may reasonably be required to vest and confirm more fully and certainly in the successor Escrow Agent all right, title and interest in and to any property held by it hereunder. Any bank