Successor Program Agent Clause Samples

Successor Program Agent. The Program Agent may, upon thirty (30) days' notice to the Borrower, the Conduit Lenders and the Secondary Lenders, resign as Program Agent. If the Program Agent shall resign, then the Majority Banks during such thirty (30) day period shall appoint from among the Secondary Lenders a successor program agent. If for any reason a successor program agent is not so appointed and does not accept such appointment during such thirty (30) day period, the Program Agent may appoint a successor program agent. Any resignation of the Program Agent shall be effective upon the appointment of a successor program agent pursuant to this Section 8.05 and the acceptance of such appointment by such successor. After the effectiveness of any retiring Program Agent's resignation hereunder as Program Agent, the retiring Program Agent shall be discharged from its duties and obligations hereunder and under the other Program Documents and the provisions of this Article VIII and Section 9.04 shall continue in effect for its benefit with respect to any actions taken or omitted to be taken by it while it was Program Agent under this Agreement and under the other Program Documents.

Successor Program Agent. The Program Agent may, upon thirty (30) days’ notice to HVF III and each of the Conduit Investors, the Committed Note Purchasers and the Funding Agents, and the Program Agent will, upon the direction of the Series 2021-A Required Noteholders, resign as Program Agent. If the Program Agent shall resign, then the Investor Groups, during such 30-day period, shall appoint an Affiliate of a member of the Investor Groups as a successor agent. If for any reason no successor Program Agent is appointed by the Investor Groups during such 30-day period, then effective upon the expiration of such 30-day period, HVF III for all purposes shall deal directly with the Funding Agents. After any retiring Program Agent’s resignation hereunder as Program Agent, the provisions of Section 11.4 (

Successor Program Agent. The Program Agent may, upon thirty (30) days’ notice to HVF III and each of the Conduit Investors, the Committed Note Purchasers and the Funding Agents, and the Program Agent will, upon the direction of the Series 2021-A Required Noteholders, resign as Program

Successor Program Agent. The Program Agent may, upon ten days' notice to the Seller and the Purchasers, and the Program Agent will, upon the direction of all of the Purchasers (other than the Program Agent, in its individual capacity) resign as Program Agent. If the Program Agent shall resign, then the Majority of Class A Certificate Interests during such ten-day period shall appoint from among the Purchasers a successor agent. If for any reason no successor Program Agent is appointed by the Majority of Class A Certificate Interests during such ten-day period, then effective upon the termination of such ten day period, the Purchasers shall perform all of the duties of the Program Agent hereunder and under the other Transaction Documents and the Seller shall make all payments in respect of the Aggregate Unpaids directly to the applicable Purchasers and for all purposes shall deal directly with the Purchasers. After the effectiveness of any retiring Program Agent's resignation hereunder as Program Agent, the retiring Program Agent shall be discharged from its duties and obligations hereunder and under the other Transaction Documents and the provisions of this Article V and Article VIII shall continue in effect for its benefit with respect to any actions taken or omitted to be taken by it while it was Program Agent under this Agreement and under the other Transaction Documents.

Successor Program Agent. (a) The Program Agent may be removed for cause by Investor Agents representing the Majority Banks in good faith at any time upon at least thirty (30) days’ prior written notice, which notice shall set forth the cause for such removal; provided, however, that such removal shall not occur if the Program Agent shall have cured or eliminated such cause to the reasonable satisfaction of Investor Agents representing the Majority Banks on or prior to the proposed effective date of such removal. Such removal (where no cure has been effected) shall become effective upon the acceptance of appointment by a successor Program Agent as set forth below. Upon any such removal, Investor Agents representing the Majority Banks (with the approval of the Seller, which approval shall not be unreasonably withheld and shall not be required if an Incipient Event of Termination or an Event of Termination has occurred and is continuing) shall have the right to appoint a successor Program Agent. (b) The Program Agent may, upon at least thirty (30) days’ notice to the Seller and each Investor Agent, resign as Program Agent. Such resignation shall not become effective until a successor agent is appointed by Investor Agents representing the Majority Banks (with the approval of the Seller, which approval shall not be unreasonably withheld and shall not be required if an Incipient Event of Termination or an Event of Termination has occurred and is continuing) and has accepted such appointment. (c) Upon such acceptance of its appointment as Program Agent hereunder by a successor Program Agent, such successor Program Agent shall succeed to and become vested with all the rights and duties of the retiring Program Agent, and the retiring Program Agent shall be discharged from its duties and obligations under the Transaction Documents. After any retiring Program Agent’s resignation hereunder, the provisions of this Article VIII and Section 6.07 and Article X shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the Program Agent.

Successor Program Agent. The Program Agent may, upon at least thirty (30) days’ notice to the Transferor and each Investor Agent, resign as Program Agent. Such resignation shall not become effective until a successor agent is appointed by the Investor Agents (with the approval of the Transferor, which approval shall not be unreasonably withheld and shall not be required if an Event of Termination has occurred and is continuing) and has accepted such appointment. Upon such acceptance of its appointment as Program Agent hereunder by a successor Program Agent, such successor Program Agent shall succeed to and become vested with all the rights and duties of the retiring Program Agent, and the retiring Program Agent shall be discharged from its duties and obligations under the Transaction Documents. After any retiring Program Agent’s resignation hereunder, the provisions of this Article VIII and Section 6.07 and Article X shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the Program Agent.