Common use of Successor Collateral Agent Clause in Contracts

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) days' prior written notice thereof to the Noteholders and the Grantor, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite Holders. Upon any such notice of resignation or any such removal, the Requisite Holders shall have the right, upon five (5) Business Days' notice to the Grantor, to appoint a successor Collateral Agent. Upon the acceptance of any appointment as Collateral Agent hereunder by a successor Collateral Agent, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Collateral Documents.

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) days' prior written notice thereof to the Noteholders and the Grantor, and the as Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite Holders. Upon any such notice of resignation or any such removal, the Requisite Holders shall have the right, upon five (5) Business Days30 days' notice to the Grantor, to appoint a successor Lenders and the Debtor. If the Collateral Agent. Upon the acceptance of any appointment Agent shall resign as Collateral Agent hereunder by under this Agreement and the other Loan Documents, then the Lenders shall appoint from among the Lenders a successor Collateral Agentagent for the Lenders, that which successor Collateral Agent agent shall thereupon be subject to approval by the Debtor (which approval shall not be unreasonably withheld or delayed), whereupon such successor agent shall succeed to and become vested with all the rights, powers, privileges powers and duties of the retiring or removed resigning Collateral Agent, and the retiring or removed term "Collateral Agent" shall mean such successor agent effective upon such appointment and approval, and the former Collateral Agent's rights, powers and duties as Collateral Agent shall promptly (i) transfer to be terminated, without any other or further act or deed on the part of such successor former Collateral Agent all sums, securities and other items or any of Collateral held the parties to this Agreement or any holders of the loans made under the Promissory Notes. If no successor agent has been appointed and accepted appointment as Collateral DocumentsAgent by the date that is 30 days following a retiring Collateral Agent's notice of resignation, together with the retiring Collateral Agent's resignation shall nevertheless thereupon become effective, and the Lenders shall assume and perform all Records and other documents necessary or appropriate in connection with the performance of the duties of the Collateral Agent hereunder until such time, if any, as the Lenders appoint a successor agent as provided for above. After any retiring Collateral Agent's resignation as Collateral Agent, the provisions of this Section shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Collateral Agent under the Collateral Documents, this Agreement and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Collateral Loan Documents.

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) days' prior written delivering notice thereof of such resignation to the Noteholders Lenders and Bxxxxxxx, effective on the Grantordate set forth in such notice or, and if no such date is set forth therein, upon the date such notice shall be effective, in accordance with the terms of this Section 7 of this Exhibit B. If Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite Holders. Upon delivers any such notice of resignation or any such removalnotice, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' notice to the Grantor, right to appoint a successor Collateral Agent. Upon If, after thirty (30) days after the acceptance date of any appointment as the retiring Collateral Agent’s notice of resignation, no successor Cxxxxxxxxx Agent has been appointed by the Required Lxxxxxx and has accepted such appointment, then the retiring Collateral Agent hereunder by may, on behalf of the Lenders, appoint a successor Collateral AgentAgent from among the Lenders. Effective immediately upon its resignation, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of (a) the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the Loan Documents, (b) the Lenders shall assume and perform all of the duties of Collateral Agent until a successor Collateral Agent shall have accepted a valid appointment hereunder, (c) the retiring Collateral Agent and its Related Persons shall no longer have the benefit of any provision of any Loan Document other than with respect to any actions taken or omitted to be taken while such retiring Collateral Agent was, or because such Collateral Agent had been, validly acting as Collateral Agent under the Loan Documents., and (d) subject to its rights under Section

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) days' ’ prior written notice thereof to the Noteholders Lenders and the Grantor, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite HoldersBorrower. Upon any such notice of resignation or any such removalresignation, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' ’ notice to the GrantorBorrower, to appoint a successor Collateral AgentAgent (and, failing such appointment, the retiring collateral agent may appoint a successor collateral agent among the Lenders or any other financial institution on behalf of the Lenders). Upon the acceptance of any appointment as the Collateral Agent hereunder by a successor Collateral Agent, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agent, Agent and the retiring or removed Collateral Agent shall promptly (ia) transfer to such successor Collateral Agent all sums, securities Securities and other items of Collateral held under the Collateral Transaction Documents, together with all Records records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Transaction Documents, and (iib) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Transaction Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder. After any retiring Collateral Agent’s resignation hereunder and under as the other Collateral DocumentsAgent, the provisions of this Article VIII shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Collateral Agent hereunder.

Successor Collateral Agent. The Subject to the appointment and acceptance of a successor as provided below, the Collateral Agent may resign at any time by giving at least thirty (30) days' prior written notice thereof to the Noteholders Secured Parties and the GrantorPledgor, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite HoldersRequired Secured Parties upon thirty days prior written notice. Upon any such resignation or removal, the Required Secured Parties shall have the right to appoint a successor to the Collateral Agent. If no successor Collateral Agent shall have been appointed by the Required Secured Parties, and shall have accepted such appointment within thirty days after the resigning Collateral Agent's giving of notice of resignation or the giving of any notice of removal of such removalCollateral Agent, then the resigning Collateral Agent or Collateral Agent being removed, as the case may be, may at the Pledgor's expense, appoint a successor to such Collateral Agent or petition a court of competent jurisdiction for a successor. If the Collateral Agent shall resign or be removed pursuant to the foregoing provisions, upon the acceptance of appointment by a successor Collateral Agent hereunder, the Requisite Holders former Collateral Agent shall have the right, upon five (5) Business Days' notice deliver all Collateral then in its possession to the Grantor, to appoint a successor Collateral Agent. Upon the acceptance of any its appointment as Collateral Agent hereunder by a successor Collateral AgentAgent hereunder, that such successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring such resigning or removed Collateral Agent, and the retiring or removed such resigning Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Collateral Documentsthis Agreement.

Successor Collateral Agent. The Subject to the appointment and acceptance of a successor as provided below, the Collateral Agent may resign at any time by giving at least thirty (30) days' prior written notice thereof to the Noteholders Lenders and the GrantorBorrower, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite HoldersRequired Waiver Lenders upon thirty (30) days prior written notice. Upon any such resignation or removal, the Required Waiver Lenders shall have the right to appoint a successor to the Collateral Agent. If no successor Collateral Agent shall have been appointed by the Required Waiver Lenders, and shall have accepted such appointment within 30 days after the resigning Collateral Agent's giving of notice of resignation or the giving of any notice of removal of such removalCollateral Agent, then the resigning Collateral Agent or Collateral Agent being removed, as the case may be, may at the Borrower's expense, appoint a successor to such Collateral Agent. If the Collateral Agent shall resign or be removed pursuant to the foregoing provisions, upon the acceptance of appointment by a successor Collateral Agent hereunder, the Requisite Holders former Collateral Agent shall have the right, upon five (5) Business Days' notice deliver all Collateral then in its possession to the Grantor, to appoint a successor Collateral Agent. Upon the acceptance of any its appointment as Collateral Agent hereunder by a successor Collateral AgentAgent hereunder, that such successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring such resigning or removed Collateral Agent, and the retiring or removed such resigning Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Collateral Financing Documents.

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) days' prior written delivering notice thereof of such resignation to the Noteholders Lenders and Borrower, effective on the Grantordate set forth in such notice or, and if no such date is set forth therein, upon the date such notice shall be effective, in accordance with the terms of this Section 7 of this Annex I. If Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite Holders. Upon delivers any such notice of resignation or any such removalnotice, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' notice to the Grantor, right to appoint a successor Collateral Agent. Upon If, after 30 days after the acceptance date of any appointment as the retiring Collateral Agent’s notice of resignation, no successor Collateral Agent hereunder has been appointed by the Required Lenders that has accepted such appointment, then the retiring Collateral Agent may, on behalf of the Lenders, appoint a successor Collateral AgentAgent from among the Lenders. Effective immediately upon its resignation, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of (a) the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the Loan Documents, (b) the Lenders shall assume and perform all of the duties of Collateral Agent until a successor Collateral Agent shall have accepted a valid appointment hereunder, (c) the retiring Collateral Agent and its Related Persons shall no longer have the benefit of any provision of any Loan Document other than with respect to any actions taken or omitted to be taken while such retiring Collateral Agent was, or because such Collateral Agent had been, validly acting as Collateral Agent under the Loan Documents., and

Successor Collateral Agent. The Collateral Agent may resign at -------------------------- any time by giving at least thirty (30) days' prior written notice thereof to the Noteholders Administrative Agent, Lenders and the GrantorBorrower, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor Borrower, Collateral Agent and the Collateral Administrative Agent and signed by the Requisite HoldersLenders. Upon any such notice of resignation or any such removal, the Requisite Holders Lenders shall have the right, upon five (5) Business Days' notice to the GrantorAdministrative Agent, following receipt of the Borrower's consent (which shall not be unreasonable withheld or delayed and which shall not be required while an Event of Default exists), to appoint a successor Collateral Agent. Upon the acceptance of any appointment as Collateral Agent hereunder by a successor Collateral Agent, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agent, Agent and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities Securities and other items of Collateral held under the Collateral Documents, together with all Records records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Credit Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Collateral Credit Documents.

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) days' prior written delivering notice thereof of such resignation to the Noteholders Lenders and Xxxxxxxx, effective on the Grantordate set forth in such notice or, and if no such date is set forth therein, upon the date such notice shall be effective, in accordance with the terms of this Section 7 of this Exhibit B. If Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite Holders. Upon delivers any such notice of resignation or any such removalnotice, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' notice to the Grantor, right to appoint a successor Collateral Agent. Upon If, after thirty (30) days after the acceptance date of any appointment as the retiring Collateral Agent’s notice of resignation, no successor Xxxxxxxxxx Agent has been appointed by the Required Xxxxxxx and has accepted such appointment, then the retiring Collateral Agent hereunder by may, on behalf of the Lenders, appoint a successor Collateral AgentAgent from among the Lenders. Effective immediately upon its resignation, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of (a) the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the Loan Documents, (b) the Lenders shall assume and perform all of the duties of Collateral Agent until a successor Collateral Agent shall have accepted a valid appointment hereunder, (c) the retiring Collateral Agent and its Related Persons shall no longer have the benefit of any provision of any Loan Document other than with respect to any actions taken or omitted to be taken while such retiring Collateral Agent was, or because such Collateral Agent had been, validly acting as Collateral Agent under the Loan Documents., and (d) subject to its rights under Section

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) 30 days' ’ prior written notice thereof to the Noteholders Administrative Agent, the Lenders and the Grantor, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite HoldersBorrower. Upon any such notice of resignation or any such removalresignation, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' notice to the Grantor, right to appoint a successor Collateral AgentAgent reasonably satisfactory to Borrower. Upon the acceptance of any its appointment as the Collateral Agent hereunder by a successor Collateral Agentsuccessor, that such successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly be discharged from its duties and obligations under this Agreement and the other Loan Documents. Prior to the effective date of its resignation, the retiring Collateral Agent agrees to (i) transfer to such the successor Collateral Agent all sums, securities and other items of Collateral held by the retiring Collateral Agent under the Collateral Loan Documents, together with all Records records and other documents necessary or appropriate in connection with the performance of the its duties of the successor Collateral Agent under the Collateral Loan Documents, and (ii) execute and and/or deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests Liens created under the Loan Documents. After any retiring Collateral DocumentsAgent’s resignation hereunder, whereupon the provisions of this Section 10.14 shall continue in effect for the benefit of such retiring or removed Collateral Agent shall be discharged from and its duties representatives and obligations hereunder and under agents in respect of any actions taken or not taken by any of them while it was serving as the other Collateral DocumentsAgent.

Successor Collateral Agent. The Collateral Agent may resign at any -------------------------- time by giving at least thirty (30) days' prior written notice thereof to the Noteholders Administrative Agent, Lenders and the GrantorBorrowers, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor Borrowers, Collateral Agent and the Collateral Administrative Agent and signed by the Requisite HoldersLenders. Upon any such notice of resignation or any such removal, the Requisite Holders Lenders shall have the right, upon five (5) Business Days' notice to the GrantorAdministrative Agent, following receipt of the Borrowers' consent (which shall not be unreasonable withheld or delayed and which shall not be required while an Even5 of Default exists), to appoint a successor Collateral Agent. Upon the acceptance of any appointment as Collateral Agent hereunder by a successor Collateral Agent, that successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agent, Agent and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities Securities and other items of Collateral held under the Collateral Documents, together with all Records records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Credit Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Collateral Credit Documents.

Successor Collateral Agent. (a) The Collateral Agent may resign from the performance of all its functions and duties hereunder and under the other Transaction Documents at any time by giving at least thirty ten (3010) days' Business Days’ prior written notice thereof to the Noteholders Company and each holder of Notes. Such resignation shall take effect upon the Grantor, acceptance by a successor Collateral Agent of appointment pursuant to clauses (ii) and (iii) below or as otherwise provided below. If at any time the Collateral Agent may be removed at any time (together with or without cause its affiliates) beneficially owns less than $100,000 in aggregate principal amount of Notes, the holders of a majority in aggregate principal amount of the Notes then outstanding may, by an instrument or concurrent instruments in writing delivered to the Grantor and written consent, remove the Collateral Agent from all its functions and signed by duties hereunder and under the Requisite Holdersother Transaction Documents. (b) Upon any such notice of resignation or any such removal, the Requisite Required Holders shall have the right, upon five (5) Business Days' notice to the Grantor, to appoint a successor Collateral Agentcollateral agent. Upon the acceptance of any appointment as Collateral Agent hereunder by a successor Collateral Agentcollateral agent, that such successor Collateral Agent collateral agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agentcollateral agent, and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder under this Agreement and under the other Transaction Documents. After the Collateral Documents.Agent’s resignation or removal hereunder

Successor Collateral Agent. The Collateral Agent may resign at any time by giving at least thirty (30) 30 days' ’ prior written notice thereof to the Noteholders Administrative Agent, the Lenders and the Grantor, and the Collateral Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite HoldersBorrower. Upon any such notice of resignation or any such removalresignation, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' notice to the Grantor, right to appoint a successor Collateral AgentAgent reasonably satisfactory to the Borrower. Upon the acceptance of any its appointment as the Collateral Agent hereunder by a successor Collateral Agentsuccessor, that such successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly be discharged from its duties and obligations under this Agreement and the other Loan Documents. Prior to the effective date of its resignation, the retiring Collateral Agent agrees to (i) transfer to such the successor Collateral Agent all sums, securities and other items of Collateral held by the retiring Collateral Agent under the Collateral Loan Documents, together with all Records records and other documents necessary or appropriate in connection with the performance of the its duties of the successor Collateral Agent under the Collateral Loan Documents, and (ii) execute and and/or deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests Liens created under the Loan Documents. After any retiring Collateral DocumentsAgent’s resignation hereunder, whereupon the provisions of this Article IX shall continue in effect for the benefit of such retiring or removed Collateral Agent shall be discharged from and its duties representatives and obligations hereunder and under agents in respect of any actions taken or not taken by any of them while it was serving as the other Collateral DocumentsAgent.

Successor Collateral Agent. The Subject to the appointment and -------------------------- acceptance of a successor Collateral Agent as provided below, the Collateral Agent may resign at any time by giving at least thirty (30) days' prior written notice thereof to the Noteholders Banks and the Grantor, Borrowers and the Collateral Agent may be removed at any time with or without for cause by an instrument or concurrent instruments in writing delivered to the Grantor and the Collateral Agent and signed by the Requisite HoldersRequired Lenders. Upon any such notice of resignation or any such removal, the Requisite Holders Required Lenders shall have the right, upon five (5) Business Days' notice to the Grantor, right to appoint a successor Collateral Agent. If no successor Collateral Agent shall have been so appointed by the Required Lenders, and shall have accepted such appointment within thirty (30) days after the retiring Collateral Agent's giving of notice of resignation or the Required Lenders' removal of the retiring Collateral Agent, then the retiring Collateral Agent may, on behalf of the Banks, appoint a successor Collateral Agent which shall be any Bank or a commercial bank organized under the laws of the United States of America or any political subdivision thereof which has combined capital and reserves in excess of $250,000,000. Upon the acceptance of any appointment as Collateral Agent hereunder by a successor Collateral Agent, that such successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges privileges, duties, and duties obligations of the retiring or removed Collateral Agent, and the retiring or removed Collateral Agent shall promptly (i) transfer to such successor Collateral Agent all sums, securities and other items of Collateral held under the Collateral Documents, together with all Records and other documents necessary or appropriate in connection with the performance of the duties of the successor Collateral Agent under the Collateral Documents, and (ii) execute and deliver to such successor Collateral Agent such amendments to financing statements, and take such other actions, as may be necessary or appropriate in connection with the assignment to such successor Collateral Agent of the security interests created under the Collateral Documents, whereupon such retiring or removed Collateral Agent shall be discharged from its duties and obligations hereunder. After any retiring Collateral Agent's resignation or removal hereunder and under as Collateral Agent, the other provisions of this Section 9.15 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Collateral DocumentsAgent.