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to its successor; provided, however, that before any such delivery is required to be made, all fees, <br />advances and expenses of the retiring or removed Escrow Agent shall be paid in full. Should any <br />transfer, assignment or instrument in writing from the Issuer be required by any successor <br />Escrow Agent for more fully and certainly vesting in such successor Escrow Agent the estates, <br />rights, powers and duties hereby vested or intended to be vested in the predecessor Escrow <br />Agent, any such transfer, assignment and instruments in writing shall, on request, be executed, <br />acknowledged and delivered by the Issuer. <br />Any corporation into which the Escrow Agent, or any successor to it in the escrow <br />created by this Agreement, may be merged or converted or with which it or any successor to it <br />may be consolidated, or any corporation resulting from any merger, conversion, consolidation or <br />tax-free reorganization to which the Escrow Agent or any successor to it shall be a party shall be <br />the successor Escrow Agent under this Agreement without the execution or filing of any paper or <br />any other act on the part of any of the parties hereto, anything herein to the contrary <br />notwithstanding. <br />17. Except as otherwise provided herein, this Agreement shall terminate when all <br />transfers and payments required to be made by the Escrow Agent under the provisions hereof <br />shall have been made. Upon such termination, all moneys remaining in the Escrow Fund shall <br />be released to the Issuer for deposit to the Revenue Fund under the Resolution. <br />18. This Agreement shall be governed by the applicable laws of the State of Florida <br />without regard to conflict of law principles. <br />19. If any one or more of the covenants or agreements provided in this Agreement on <br />the part of the Issuer or the Escrow Agent to be performed should be determined by a court of <br />competent jurisdiction to be contrary to law, such covenant or agreement shall be deemed and <br />construed to be severable from the remaining covenants and agreements herein contained and <br />shall in no way affect the validity of the remaining provisions of this Agreement. <br />20. This Agreement may be executed in several counterparts, all or any of which shall <br />be regarded for all purposes as one original and shall constitute and be but one and the same <br />instrument. <br />8 <br />