Common use of Successor Administrative Agent and Successor Collateral Agent Clause in Contracts

Successor Administrative Agent and Successor Collateral Agent. (a) Each of the Administrative Agent and the Collateral Agent may resign at any time by giving thirty (30) days’ prior written notice thereof to the Lenders and the Borrower, whether or not a successor Administrative Agent and/or a successor Cxxxxxxxxx Agent has been appointed. Upon any such resignation, the Required Lenders shall have the right to appoint a successor Administrative Agent. If no successor Administrative Agent nor successor Cxxxxxxxxx Agent, as applicable, shall have been so appointed by the Required Lenders, and shall have accepted such appointment, within thirty (30) days after the retiring Administrative Agent’s and/or Collateral Agent’s, as applicable, giving of notice of resignation, then the retiring Administrative Agent and/or Collateral Agent, as applicable, may, on behalf of the Lenders, appoint a successor Administrative Agent and/or Collateral Agent, as applicable, which shall be a bank with an office in New York, New York or an Affiliate of any such bank. In either case, such appointment shall be subject to the prior written approval of the Borrower (which approval may not be unreasonably withheld and shall not be required while an Event of Default has occurred and is continuing). Upon the acceptance of any appointment as Administrative Agent by a successor Administrative Agent or as Collateral Agent by a successor Collateral Agent, such successor Administrative Agent or Collateral Agent, as applicable, shall succeed to, and become vested with, all the rights, powers, privileges and duties of the retiring Administrative Agent or Collateral Agent, as applicable. Upon the acceptance of appointment as Administrative Agent by a successor Administrative Agent or as Collateral Agent by a successor Collateral Agent, the retiring Administrative Agent or Collateral Agent, as applicable, shall be discharged from its duties and obligations under this Agreement and the other Loan Documents. Prior to any retiring Administrative Agent’s and/or Collateral Agent’s resignation hereunder as Administrative Agent or Collateral Agent, as applicable, the retiring Administrative Agent or Collateral Agent, as applicable shall take such action as may be reasonably necessary to assign to the successor Administrative Agent its rights as Administrative Agent and/or to the successor Collateral Agent its rights as Collateral Agent, in each case, under the Loan Documents.

Successor Administrative Agent and Successor Collateral Agent. (a) Each of the The Administrative Agent and the Collateral Agent may resign as Administrative Agent or as Collateral Agent, as the case may be, at any time by giving thirty (30) days’ prior written notice thereof to the Lenders and the Borrower, whether or not a successor Administrative Agent and/or a successor Cxxxxxxxxx Agent has been appointedCompany. Upon any such resignation, the Required Majority Lenders shall have the right right, upon five days' notice to the Company, to appoint a successor Administrative Agent or Collateral Agent, as the case may be, reasonably acceptable to the Company. If no successor Administrative Agent nor successor Cxxxxxxxxx or Collateral Agent, as applicablethe case may be, shall have been so appointed by the Required Lenders, Majority Lenders and shall have accepted such appointment, appointment within thirty (30) 30 days after the retiring Administrative Agent’s and/or 's or Collateral Agent’s, as applicable, 's giving of notice of resignation, then then, upon five days' notice to the Company and the Lenders, the retiring Administrative Agent and/or or Collateral Agent, as applicablethe case may be, may, on behalf of the Lenders, appoint a successor Administrative Agent and/or or Collateral Agent, as applicable, which shall be a bank with which maintains an office in New Yorkthe United States, New York or an a commercial bank organized under the laws of the United States of America or of any State thereof, or any Affiliate of any such a bank, having a combined capital and surplus of at least $100,000,000. In either case, such appointment shall be subject to the prior written approval of the Borrower (which approval may not be unreasonably withheld and shall not be required while an Event of Provided no Default has occurred and is continuing), the Company shall have the right to consent to any appointment of a successor Administrative Agent or Collateral Agent under this Section 10.9, which consent shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Administrative Agent or Collateral Agent hereunder by a successor Administrative Administra tive Agent or as Collateral Agent by a successor Collateral Agent, as the case may be, such successor Administrative Agent or Collateral Agent, as applicable, Agent shall thereupon succeed to, to and become vested with, with all the rights, powers, privileges and duties of the retiring Administrative Agent or Collateral Agent, as applicable. Upon the acceptance of appointment as Administrative Agent by a successor Administrative Agent or as Collateral Agent by a successor Collateral Agent, and the retiring Administrative Agent or Collateral Agent, as applicable, Agent shall be discharged from its duties and obligations under this Agreement and the other Loan Related Documents. Prior to any After the retiring Administrative Agent’s and/or 's or Collateral Agent’s 's resignation hereunder as Administrative Agent or Collateral Agent, as applicablethe case may be, the retiring provisions of this Section 10 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent or Collateral Agent, as applicable shall take such action as may be reasonably necessary to assign to Agent under this Agreement or the successor Administrative Agent its rights as Administrative Agent and/or to the successor Collateral Agent its rights as Collateral Agent, in each case, under the Loan Related Documents.

Successor Administrative Agent and Successor Collateral Agent. (a) Each of the Administrative Agent and the Collateral Agent may resign at any time by giving thirty (30) days’ prior written notice thereof to the Lenders and the Borrower, whether or not a successor Administrative Agent and/or a successor Cxxxxxxxxx Agent has been appointed. Upon any such resignation, the Required Lenders shall have the right to appoint a successor Administrative Agent. If no successor Administrative Agent nor successor Cxxxxxxxxx Agent, as applicable, shall have been so appointed by the Required Lenders, and shall have accepted such appointment, within thirty (30) days after the retiring Administrative Agent’s and/or Collateral Agent’s, as applicable, giving of notice of resignation, then the retiring Administrative Agent and/or Collateral Agent, as applicable, may, on behalf of the Lenders, appoint a successor Administrative Agent and/or Collateral Agent, as applicable, which shall be a bank with an office in New York, New York or an Affiliate of any such bank. In either case, such appointment shall be subject to the prior written approval of the Borrower (which approval may not be unreasonably withheld and shall not be required while an Event of Default has occurred and is continuing). Upon the acceptance of any appointment as Administrative Agent by a successor Administrative Agent or as Collateral Agent by a successor Collateral Agent, such successor Administrative Agent or Collateral Agent, as applicable, shall succeed to, and become vested with, all the rights, powers, privileges and duties of the retiring Administrative Agent or Collateral Agent, as applicable. Upon the acceptance of appointment as Administrative Agent by a successor Administrative Agent or as Collateral Agent by a successor Collateral Agent, the retiring Administrative Agent or Collateral Agent, as applicable, shall be discharged from its duties and obligations under this Agreement and the other Loan Documents. Prior to any retiring Administrative Agent’s and/or Collateral Agent’s resignation hereunder as Administrative Agent or Collateral Agent, as applicable, the retiring Administrative Agent or Collateral Agent, as applicable shall take such action as may be reasonably necessary to assign to the successor Administrative Agent its rights as Administrative Agent and/or to the successor Collateral Agent its rights as Collateral Agent, in each case, under the Loan Documents.. 190