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(d) This Capital Reserve Account Agreement shall inure to the benefit of and shall be binding upon the parties hereto and their respective successors and assigns. (e) This Capital Reserve Account Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute one and the same instrument (a party may execute a copy of this Agreement and deliver it by facsimile transmission; provided however, that any such party shall promptly deliver an original signed copy of this Agreement). (f) All notices to be given under this Capital Reserve Account Agreement shall be made in writing and shall be deemed delivered when delivered by hand or by overnight courier delivery service, to the other party at its address set forth opposite its signature below or at such address as the party may provide in writing from time to time. 9. The Capital Reserve Account Agent may resign and be discharged of its duties hereunder by executing an instrument in writing specifying the date when such resignation shall take effect, and filing the same with the County and MiLB not less than thirty (30) days before the date when such resignation shall take effect; provided, that such resignation shall not be effective unless a new capital reserve account agent shall have accepted appointment hereunder. 10. The Capital Reserve Account Agent may be removed by agreement of the County and MiLB at any time by an instrument in writing, filed with the Capital Reserve Account Agent not less than thirty (30) days before the date when such removal shall take effect. No removal of the Capital Reserve Account Agent shall be effective until a successor has been appointed and agreed to serve hereunder. H. Following the resignation or removal of the Capital Reserve Account Agent, a successor escrow agent, acceptable to MiLB, shall be appointed by the County. Any such successor escrow agent shall be a national banking association or other banking institution with trust powers qualified to act as the capital reserve account agent hereunder under the laws of the State of Florida and shall affirmatively agree to hold the Capital Reserve Account in accordance with the terms hereof. 12. This Capital Reserve Account Agreement shall terminate upon disbursement of all funds in the Capital Reserve Account in accordance with Section 3 hereof. 13. Capital Reserve Account Agent shall not be required to recognize any other agreement between the other parties hereto even though reference thereto may be made herein or copies or provisions thereof may be annexed as exhibits hereto and whether or not it may have knowledge thereof; it being the intent of the parties hereto that Capital Reserve Account Agent's duties and responsibilities are only those as are expressly set forth herein. Capital Reserve Account Agent shall have no responsibility whatsoever with respect to the undertakings of any other party hereto or to any notices or undertakings of anyone not a party hereto. The Capital Reserve Account Agent shall have no liability or obligation with respect to the funds in the 4