Laserfiche WebLink
minimal duties and shall be entitled to minimal compensation, if any, for time periods in which <br /> the Trustee does not make payments from the Fund for Work performed under the Settlement]. <br /> Section 12. Trustee and Successor Trustee. The Trustee and any replacement Trustee <br /> must not be affiliated with the Grantor. The Trustee may resign or the Grantor may replace the <br /> Trustee, but such resignation or replacement shall not be effective until the Grantor has <br /> appointed a successor trustee and the successor accepts such appointment. The successor trustee <br /> shall have the same powers and duties as those conferred upon the Trustee hereunder. Upon the <br /> successor trustee's acceptance of the appointment, the Trustee shall assign, transfer and pay over <br /> to the successor trustee the cash and/or cash equivalents then constituting the Fund. If for any <br /> reason the Grantor cannot or does not act in the event of the resignation of the Trustee,the <br /> Trustee may apply to a court of competent jurisdiction for the appointment of a successor trustee <br /> or for instructions. The successor trustee shall specify the date on which it assumes <br /> administration of the Fund and the Trust in a writing sent to the Grantor,the Beneficiary and the <br /> present Trustee by certified mail no less than 10 days before such change becomes effective. Any <br /> expenses incurred by the Trustee as a result of any of the acts contemplated by this Section shall <br /> be paid as provided in Section 8. <br /> Section 13. Instructions to the Trustee. All orders, requests, and instructions to the <br /> Trustee shall be in writing, signed by such persons as are empowered to act on behalf of the <br /> entity sending such orders, requests, and instructions to the Trustee, including those designated <br /> in the attached Exhibit B or such other designees as the Grantor may designate by amendment to <br /> Exhibit B. The Trustee shall be fully protected in acting without inquiry on such written <br /> instructions given in accordance with the terms of this Agreement. The Trustee shall have no <br /> duty to act in the absence of such written instructions, except as expressly provided for herein. <br /> Section 14. Amendment of Agreement. This Agreement may be amended by an <br /> instrument in writing executed by the Grantor and the Trustee, and with the prior written consent <br /> of the EPA, or by the Trustee and the EPA if the Grantor ceases to exist. <br /> Section 15. Irrevocability and Termination. This Trust shall be irrevocable and shall <br /> continue until terminated upon the earlier to occur of(a)the written direction of the EPA to <br /> terminate, consistent with the terms of the Settlement; or(b)the complete exhaustion of the Fund <br /> comprising the Trust as certified in writing by the Trustee to the EPA and the Grantor. Upon <br /> termination of the Trust pursuant to Section 15(a), all remaining Trust property(if any), less final <br /> Trust administration expenses, shall be delivered to the Grantor within 15 days of termination. <br /> Section 16. Immunity and Indemnification. The Trustee shall not incur personal <br /> liability of any nature in connection with any act or omission, made in good faith, in the <br /> administration of this Trust, or in carrying out any directions by the Grantor or the EPA issued in <br /> accordance with this Agreement. The Trustee shall be indemnified and saved harmless by the <br /> Grantor from and against any personal liability to which the Trustee may be subjected by reason <br /> of any act or conduct made by the Trustee in its official capacity, including all expenses <br /> reasonably incurred in its defense in the event the Grantor fails to provide such defense. <br /> 8 <br />