Common use of Resignation of Administrative Agent or Collateral Agent Clause in Contracts

Resignation of Administrative Agent or Collateral Agent. (a) The Administrative Agent or Collateral Agent may at any time give notice of its resignation to the Lenders, LC Issuers and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrower, to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent or Collateral Agent gives notice of its resignation (or such earlier day as shall be agreed by the Required Lenders) (the “Resignation Effective Date”), then the retiring Administrative Agent or Collateral Agent may (but shall not be obligated to) on behalf of the Lenders and LC Issuers, appoint a successor Administrative Agent or Collateral Agent, as applicable, meeting the qualifications set forth above, provided that in no event shall any such successor Administrative or Collateral Agent be a Defaulting Lender. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.

Resignation of Administrative Agent or Collateral Agent. (a) The Administrative Agent or the Collateral Agent may at any time give resign as Administrative Agent or Collateral Agent upon 10 days’ written notice of its resignation to the Lenders, LC Issuers Lenders and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the consent (unless an Event of Default shall have occurred and is continuing) of the Borrower, to appoint a successor, which shall be a bank financial institution with an office in the United StatesNew York, NY, or an Affiliate of any such bank financial institution with an office in the United StatesNew York, NY. If no such successor shall have been so appointed by the Required Lenders (and consented to by the Borrower, if applicable) and shall have accepted such appointment within thirty (30) 30 days after the retiring Administrative Agent or Collateral Agent gives notice of its resignation (or such earlier day as shall be agreed by the Required LendersLenders and (unless an Event of Default shall have occurred and is continuing) the Borrower) (the “Resignation Effective Date”), then the retiring Administrative Agent or Collateral Agent may (but shall not be obligated to) ), on behalf of the Lenders and LC Issuerswith the consent of the Borrower (if required as provided above), appoint a successor Administrative Agent or Collateral Agent, as applicable, Agent meeting the qualifications set forth above, ; provided that in no event shall any such successor Administrative Agent or Collateral Agent be a Defaulting LenderLender or an or a Disqualified Institution. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.

Resignation of Administrative Agent or Collateral Agent. (a) The Administrative Agent or the Collateral Agent may at any time give resign upon thirty (30) days’ written notice of its resignation to the Lenders, LC Issuers Lenders and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrowerconsent of the Borrower at all times other than during the existence of an Event of Default under clauses (a) and (f) of Section 8.01 (which consent of the Borrower shall not be unreasonably withheld or delayed), to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United StatesStates having combined capital and surplus in excess of $1,000,000,000. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent or Collateral Agent gives notice of its resignation resignation, (or such earlier day as shall be agreed by the Required LendersLenders and the Borrower) (the “Resignation Effective Date”), then the retiring Administrative Agent or Collateral Agent may (but shall not be obligated to) on behalf of the Lenders and LC IssuersLenders, appoint a successor Administrative Agent or Collateral Agent, as applicable, Agent meeting the qualifications set forth above, provided that in no event shall any such successor Administrative or Collateral Agent be a Defaulting Lender. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.

Resignation of Administrative Agent or Collateral Agent. (ah) The Administrative Agent or Collateral Agent may at any time give notice of its resignation to the Lenders, LC Issuers and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrower, to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent or Collateral Agent gives notice of its resignation (or such earlier day as shall be agreed by the Required Lenders) (the “Resignation Effective Date”), then the retiring Administrative Agent or Collateral Agent may (but shall not be obligated to) on behalf of the Lenders and LC Issuers, appoint a successor Administrative Agent or Collateral Agent, as applicable, meeting the qualifications set forth above, provided that in no event shall any such successor Administrative or Collateral Agent be a Defaulting Lender. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.

Resignation of Administrative Agent or Collateral Agent. (a) The Administrative Agent or the Collateral Agent may at any time give notice of its resignation to the Lenders, LC Issuers Lenders and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with subject to the Borrowerconsent of the Borrower (such consent not to be unreasonably withheld, conditioned or delayed), at all times other than during the existence of a Specified Event of Default, to appoint a successor, which shall be a Lender or a bank with an office in the United States, or an Affiliate or branch of any such Lender or bank with an office in the United StatesStates (or such other financial institution reasonably acceptable to the Borrower). If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent or Collateral Agent Agent, as applicable, gives notice of its resignation (or such earlier day as shall be agreed by the Required Lenders) (the “Resignation Effective Date”)resignation, then the retiring Administrative Agent or Collateral Agent Agent, as applicable, may (but shall not be obligated to) on behalf of the Lenders and LC IssuersLenders, appoint a successor Administrative Agent or Collateral Agent, as applicable, meeting the qualifications set forth above, ; provided that in no event shall any such successor if the Administrative Agent or Collateral Agent be a Defaulting Lender. Whether or not a successor Agent, as applicable, shall notify the Borrower and the Lenders that no qualifying Person has been appointedaccepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice on the Resignation Effective Date.and

Resignation of Administrative Agent or Collateral Agent. (a) The Administrative Agent or Collateral Agent may at any time give notice of its resignation to the Lenders, LC Issuers Lenders and the BorrowerBorrowers. Upon receipt of any such notice of resignation, the Required Majority Lenders shall have the right, in consultation with the Borrowerconsent of the Borrowers (except during the existence of an Event of Default under Sections 8.01(f) or (g), which consent shall not be unreasonably withheld or delayed), to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Majority Lenders and shall have accepted such appointment within thirty (30) 30 days after the retiring Administrative Agent or Collateral Agent gives notice of its resignation (or such earlier day as shall be agreed by the Required Majority Lenders) (the “Resignation Effective Date”), then the retiring Administrative Agent or Collateral Agent may (but shall not be obligated to) on behalf of the Lenders and LC Issuers(without the consent of any Lenders), appoint a successor Administrative Agent or Collateral Agent, as applicable, meeting the qualifications set forth above, provided that in subject so long as there exists no event Event of Default under Sections 8.01(f) or (g), to the consent of the Borrowers, which consent shall any such successor Administrative not be unreasonably withheld or Collateral Agent be a Defaulting Lenderdelayed. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.