Resignation and Appointment. Agent may resign as Agent by giving not less than thirty (30) days' prior written notice to Lenders and Borrowers. If Agent shall resign under this Agreement, then, (i) subject to the consent of Borrowers (which consent shall not be unreasonably withheld and which consent shall not be required during any period in which a Default or an Event of Default exists), Majority Lenders shall appoint from among Lenders and their Affiliates a successor agent for Lenders or (ii) if a successor agent shall not be so appointed and approved within the thirty (30) day period following Agent's notice to Lenders and Borrowers of its resignation, then Agent shall appoint a successor agent who shall serve as Agent until such time as Majority Lenders appoint a successor agent, subject to Borrowers' consent as set forth above. Upon its appointment, such successor agent shall succeed to the rights, powers and duties of Agent and the term "Agent" shall mean such successor effective upon its appointment, and the former Agent's rights, powers and duties as Agent shall be terminated without any other or further act or deed on the part of such former Agent or any of the parties to this Agreement. After the resignation of any Agent hereunder, the provisions of this Section 11 shall inure to the benefit of such former Agent and such former Agent shall not by reason of such resignation be deemed to be released from liability for any actions taken or not taken by it while it was an Agent under this Agreement.
Resignation and Appointment. 3.1 As and with effect from the Effective Time:
Resignation and Appointment. (a) The Resigning Security Agent xxxxxx gives notice to the Lenders and the Borrower of its intent to resign as of the Effective Date and, as of the Effective Date, resigns as Security Agent for the Credit Facility Lenders under the Credit Agreement and the other Loan Documents, (b) the Lenders party hereto, collectively constituting at least the Requisite Lenders on the Effective Date, hereby appoint, as of the Effective Date, Successor Security Agent as successor Security Agent for the Credit Facility Lenders under the Credit Agreement and the other Loan Documents, (c) Successor Security Agent hereby assumes and accepts such appointment, effective as of the Effective Date, and (d) Xxxxxxxx hereby approves such appointment pursuant to Section 14.8 of the Credit Agreement. In connection with the foregoing and effective as of the Effective Date, the Successor Security Agent shall hereby succeed to and become vested with all the rights, powers, privileges and duties of the Security Agent under the Credit Agreement and the other Loan Documents (other than any right to indemnity payments owed to the Resigning Security Agent), and subject to Section 2.3 hereof, the Resigning Security Agent shall, to the extent provided in this Agreement, be, from and after the Effective Date, hereby discharged from its duties and obligations under the Credit Agreement and under the other Loan Documents in its capacity as Security Agent, except as explicitly set forth herein. It is understood and agreed that the Successor Security Agent shall bear no responsibility and shall not be liable for (A) any actions taken or omitted to be taken by the Resigning Security Agent, or that otherwise occurred, prior to the Effective Date and (B) any and all claims under or related to the Loan Documents that may have arisen or accrued prior to the Effective Date. It is understood and agreed that the Resigning Security Agent shall, subject to Section 2.3, bear no responsibility and shall not be liable for (A) any actions taken or omitted to be taken by the Successor Security Agent, or that otherwise occur, after the Effective Date and (B) any and all claims under or related to the Loan Documents that may arise or accrue after the Effective Date. Borrower hereby agrees and confirms that the provisions of Section 12.3 of the Credit Agreement shall continue to apply and be in effect for the benefit of the Resigning Security Agent in respect of any actions taken or omitted to be taken by in its cap...
Resignation and Appointment. With effect from the date hereof:
Resignation and Appointment. Effective as of the date hereof, Executive hereby resigns as Chief Technology Officer and V.P. of Research and Development of the Company and accepts the appointment as Chief Executive Officer and President of the Company by the Board of Directors.
Resignation and Appointment. (a) The Resigning Collateral Agent and the Resigning Collateral Custodian hereby gives notice of its resignation as, and irrevocably resigns as, Collateral Agent, Collateral Custodian and Securities Intermediary any other similar role as provided under the Transaction Documents and shall have no further obligations in any such capacity or capacities under the Loan Agreement and the Transaction Documents.
Resignation and Appointment. Subject to the conditions set forth in this Amendment, the Board of Directors of the Company has resolved to accept the resignation of Xxxx Idol from all offices that he holds in the Company and its subsidiaries (the "RESIGNATION"), including (without limitation) as Chief Executive Officer and Director (except as provided by the letter agreement between Mr. Idol and the Company of even date herewith with respect to such resignation and his continued employment with the Company as an advisor to the Company's Board of Directors in connection with certain transition matters). The Company's Board of Directors has further resolved to appoint Xxxxxxxx Xxxxxxx to assume the role of President and Chief Executive Officer of the Company (the "APPOINTMENT"), all effective as of July 13, 2001. LVMH and Acquisition Sub hereby consent to the Resignation and the Appointment.
Resignation and Appointment. The Administrative Agent shall have received a fully executed Instrument of Resignation, Appointment and Acceptance dated as of the Closing Date, among the Administrative Agent, the Credit Parties and TBK Bank as Departing Agent as defined therein. Without limiting the generality of the provisions of Section 8.4, for purposes of determining compliance with the conditions specified in this Section 4.1, each Lender that has signed this Agreement shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or reasonably acceptable or reasonably satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to the proposed Closing Date specifying its objection thereto.
Resignation and Appointment. (a) SunTrust Bank hereby resigns as Servicer, (b) the Sponsor and the Required Participants hereby appoint Bank of America, N.A. as successor Servicer, (c) Bank of America, N.A. hereby accepts such appointment as Servicer, and (d) all references in the Loan Facility Agreement and the Operative Documents (as defined in the Loan Facility Agreement) to “SunTrust Bank” (in its capacity as Servicer) shall refer to “Bank of America, N.A.” and all references in the Loan Facility Agreement to “SunTrust’s” shall refer to “Bank of America’s”.
Resignation and Appointment. LCPI hereby resigns as administrative agent under the Credit Agreement and the other Loan Documents and the Lenders hereby appoint Union Bank of California, N.A., as Administrative Agent under the Credit Agreement and the other Loan Documents and Union Bank of California, N.A., hereby accepts such appointment. The Borrower hereby consents to such resignation and appointment. Each of the Loan Documents is hereby amended to reflect such resignation and appointment, and Union Bank of California, N.A. shall be treated as the Administrative Agent under the Credit Agreement and the other Loan Documents. As provided in Section 9.9 of the Credit Agreement, the provisions of Section 9 of the Credit Agreement inure to the benefit of LCPI as to any actions taken or omitted to be taken by it while it was Administrative
