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writing for more fully and certainly vesting in and confirming to such successor Escrow Agent all <br /> such rights, powers and duties. <br /> The obligations assumed by the Escrow Agent pursuant to this Agreement may be <br /> transferred by the Escrow Agent to a successor Escrow Agent if (a) the requirements of this <br /> Section 8.4 are satisfied; (b) the successor Escrow Agent has assumed all the obligations of the <br /> Escrow Agent under this Agreement; and (c) all of the Escrowed Securities and money held by <br /> the Escrow Agent pursuant to this Agreement have been duly transferred to such successor <br /> Escrow Agent. <br /> Article 9. Miscellaneous <br /> Section 9.1. Notice. <br /> Any notice, authorization, request, or demand required or permitted to be given hereunder <br /> shall be in writing and shall be deemed to have been duly given when mailed by registered or <br /> certified mail, postage prepaid addressed to the City or the Escrow Agent at the address shown <br /> on Exhibit A attached hereto. The United States Post Office registered or certified mail receipt <br /> showing delivery of the aforesaid shall be conclusive evidence of the date and fact of delivery. <br /> Any party hereto may change the address to which notices are to be delivered by giving to the <br /> other parties not less than ten days prior notice thereof. <br /> Section 9.2. Termination of Responsibilities. <br /> Upon the taking of all the actions as described herein by the Escrow Agent, the Escrow <br /> Agent shall have no further obligations or responsibilities hereunder to the City, the owners of <br /> the Refunded Bonds or to any other person or persons in connection with this Agreement. <br /> Section 9.3. Binding Agreement. <br /> This Agreement shall be binding upon the City and the Escrow Agent and their respective <br /> successors and legal representatives, and shall inure solely to the benefit of the owners of the <br /> Refunded Bonds, the City, the Escrow Agent and their respective successors and legal <br /> representatives. <br /> Section 9.4. Severability. <br /> In case any one or more of the provisions contained in this Agreement shall for any <br /> reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or <br /> unenforceability shall not affect any other provisions of this Agreement, but this Agreement shall <br /> be construed as if such invalid or illegal or unenforceable provision had never been contained <br /> herein. <br /> A-9 P\CMW\CMW5IL 12/06/02 <br />