Common use of Resignation of the Administrative Agent Clause in Contracts

Resignation of the Administrative Agent. (a) At any time upon not less than 30 days’ prior written notice, the Administrative Agent may resign as the “the Administrative Agent” hereunder, in whole or in part (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers shall have the right, in consultation with the Company, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having at least a thirty percent (30%) Proportionate Share of the Purchase Price or any Affiliate thereof or (ii) any other financial institution consented to by the Company (provided that the consent of the Company shall not be required to the extent a Put Option Event has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority Purchasers) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the Purchasers, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx have appointed a successor or the Company has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.

Resignation of the Administrative Agent. (a) At any time upon not less than 30 days’ days prior written notice, the Administrative Agent may resign as the “the Administrative Agent” hereunderhxxxxxxxx, in whole or in part (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx Lxxxxxx have appointed a successor or the Company Borrower has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.

Resignation of the Administrative Agent. (a) At any time upon not less than 30 days’ days prior written notice, the Administrative Agent may resign as the “the Administrative Agent” hereunderxxxxxxxxx, in whole or in part (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx Xxxxxxx have appointed a successor or the Company Borrower has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.

Resignation of the Administrative Agent. (a) At any time upon not less than 30 days’ days prior written noticenotice to the Lenders and the Borrower, the Administrative Agent may resign as the “the Administrative Agent” hereunder, in whole or in part hxxxxxxxx (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx Lxxxxxx have appointed a successor or the Company Borrower has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.. 104

Resignation of the Administrative Agent. (a) At any time upon not less than 30 days’ days prior written notice, the Administrative Agent may resign as the “the Administrative Agent” hereunder, in whole or in part (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or -113- 4882-5123-79004861-6868-3896 v.123 such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx Xxxxxxx have appointed a successor or the Company Borrower has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.

Resignation of the Administrative Agent. (a) At any time upon not less than 30 days’ twenty (20) days prior written noticenotice to the Lenders and the Borrower, the Administrative Agent may resign as the “the Administrative Agent” hereunder, in whole or in part hereunder (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether Agent meeting the Majority Xxxxxxxxxx have appointed qualifications set forth above; provided that in no event shall any such successor Administrative Agent be a successor or the Company has consented to such successorDefaulting Lender. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.

Resignation of the Administrative Agent. (a) SECTION 449. At any time upon not less than 30 days’ days prior written noticenotice to the Lenders and the Borrower, the Administrative Agent may resign as the “the Administrative Agent” hereunder, in whole or in part hereunder (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx Lxxxxxx have appointed a successor or the Company Borrower has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.

Resignation of the Administrative Agent. (a) At any time upon not less than 30 thirty (30) days’ prior written notice, the Administrative Agent may resign as the “the Administrative Agent” hereunderxxxxxxxxx, in whole or in part (in the sole and absolute discretion of the Administrative Agent). If the Administrative Agent delivers any such notice, the Majority Purchasers Lenders shall have the right, in consultation with the CompanyBorrower, to appoint 4895-2136-9357 v.12 a successor, which shall be (i) a Purchaser having Lender holding at least a thirty percent (30%) Proportionate Share of the Purchase Price outstanding principal amount of the Loans or any Affiliate thereof or (ii) any other financial institution consented to by the Company Borrower (provided that the consent of the Company Borrower shall not be required to the extent a Put Option an Event of Default has occurred and is continuing). If a successor Administrative Agent has not been appointed on or before the effectiveness of the resignation of the resigning Administrative Agent (or such earlier date as shall be agreed by the Majority PurchasersLenders) (the “Resignation Effective Date”), then the resigning Administrative Agent may (but shall not be obligated to), on behalf of the PurchasersLenders, appoint any Person reasonably chosen by it as the successor Administrative Agent, notwithstanding whether the Majority Xxxxxxxxxx Xxxxxxx have appointed a successor or the Company Borrower has consented to such successor. Whether or not a successor has been appointed, such resignation shall become effective on the Resignation Effective Date.