Common use of Successor Agents Clause in Contracts

Successor Agents. The Program Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Agent or Managing Agent, as applicable. If any such party shall resign as Program Agent or Managing Agent under this Agreement, then, in the case of the Program Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Agent or applicable Managing Agent and references herein to the Program Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Agent or a Managing Agent under this Agreement.

Successor Agents. The Program Administrative Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Administrative Agent or Managing Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Agent under this Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Agent and references herein to the Program Administrative Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Administrative Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Administrative Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Agent under this Agreement.

Successor Agents. The Program Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Agent or Managing Agent, as applicable. If any such party shall resign as Program Agent or Managing Agent under this Agreement, then, in the case of the Program Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-thirty- day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Agent or applicable Managing Agent and references herein to the Program Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Agent or a Managing Agent under this Agreement.

Successor Agents. The Program Agent and each Managing Agent may, upon thirty five (305) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Agent or Managing Agent, as applicable. If any such party shall resign as Program Agent or Managing Agent under this Agreement, then, in the case of the Program Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Agent or applicable Managing Agent and references herein to the Program Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Agent or a Managing Agent under this Agreement.

Successor Agents. The Program Agent and each Managing Agent may, upon thirty (30) days’ ' notice to the BorrowerSeller, each Lender Purchaser and each other party hereto, resign as Program Agent or Managing Agent, as applicable. If any such party shall resign as Program Agent or Managing Agent under this Agreement, then, in the case of the Program Agent, the Majority Committed Lenders and the BorrowerPurchasers, and in the case of any Managing Agent, its related Conduit LendersPurchasers, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Agent or applicable Managing Agent and references herein to the Program Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Agent’s 's or Managing Agent’s 's rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Agent’s 's or Managing Agent’s 's resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 10.07 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Agent or a Managing Agent under this Agreement.

Successor Agents. The Program Administrative Agent and each Managing Facility Agent may, upon thirty (30) days’ notice to the Borrower, each Lender Lender, each LC Issuer and each other party hereto, resign as Program Administrative Agent or Managing Facility Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Facility Agent under this Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the BorrowerFacility Agents, and in the case of any Managing Facility Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Facility Agent and references herein to the Program Administrative Agent or such Managing Facility Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Facility Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Administrative Agent or Managing Facility Agent or any of the parties to this Agreement. After any retiring Program Administrative Agent’s or Managing Facility Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Facility Agent under this Agreement.

Successor Agents. The Program Agent and each Managing Agent may, upon thirty (30) days’ ' notice to the Borrower, each Lender and each other party hereto, resign as Program Agent or Managing Agent, as applicable. If any such party shall resign as Program Agent or Managing Agent under this Agreement, then, in the case of the Program Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Agent or applicable Managing Agent and references herein to the Program Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Agent’s 's or Managing Agent’s 's rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Agent’s 's or Managing Agent’s 's resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Agent or a Managing Agent under this Agreement.

Successor Agents. The Program Administrative Agent and each Managing Facility Agent may, upon thirty (30) days’ notice to the Borrower, each Lender Lender, each LC Issuer and each other party hereto, resign as Program Administrative Agent or Managing Facility Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Facility Agent under this Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the BorrowerFacility Agents, and in the case of any Managing Facility Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Facility Agent and references herein to the Program Administrative Agent or such Managing Facility Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Facility Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of 113 such former Program Administrative Agent or Managing Facility Agent or any of the parties to this Agreement. After any retiring Program Administrative Agent’s or Managing Facility Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Facility Agent under this Agreement.

Successor Agents. The Program Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Agent or Managing Agent, as applicable. If any such party shall resign as Program Agent or Managing Agent under this Agreement, then, in the case of the Program Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Agent or applicable Managing Agent and references herein to the Program Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Agent or a Managing Agent under this Agreement.. ARTICLE X MISCELLANEOUS

Successor Agents. The Program Administrative Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Administrative Agent or Managing Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Agent under this Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Agent and references herein to the Program Administrative Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Administrative Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Administrative Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Agent under this Agreement.. ARTICLE X

Successor Agents. The Program Administrative Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Administrative Agent or Managing Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Agent under this Loan Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Agent and references herein to the Program Administrative Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Administrative Agent or Managing Agent or any of the parties to this Loan Agreement. After any retiring Program Administrative Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Agent under this Loan Agreement.

Successor Agents. The Program Administrative Agent and each Managing Facility Agent may, upon thirty (30) days’ notice to the Borrower, each Lender Lender, each LC Issuer and each other party hereto, resign as Program Administrative Agent or Managing Facility Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Facility Agent under this Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the BorrowerFacility Agents, and in the case of any Managing Facility Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Facility Agent and references herein to the Program Administrative Agent or such Managing Facility Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Facility Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Administrative Agent or Managing Facility Agent or any of the parties to this Agreement. After any retiring Program Administrative Agent’s or Managing Facility Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Facility Agent under this Agreement.. 112

Successor Agents. The Program Administrative Agent and each Managing Agent may, upon thirty (30) days’ notice to the Borrower, each Lender and each other party hereto, resign as Program Administrative Agent or Managing Agent, as applicable. If any such party shall resign as Program Administrative Agent or Managing Agent under this Agreement, then, in the case of the Program Administrative Agent, the Majority Committed Lenders and the Borrower, and in the case of any Managing Agent, its related Conduit Lenders, during such thirty-day period shall appoint a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Program Administrative Agent or applicable Managing Agent and references herein to the Program Administrative Agent or such Managing Agent shall mean such successor agent, effective upon its appointment; and such former Program Administrative Agent’s or Managing Agent’s rights, powers and duties in such capacity shall be terminated, without any other or further act or deed on the part of such former Program Administrative Agent or Managing Agent or any of the parties to this Agreement. After any retiring Program Administrative Agent’s or Managing Agent’s resignation hereunder as such agent, the provisions of Article VIII, this Article IX and Section 10.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Program Administrative Agent or a Managing Agent under this Agreement. DB1/ 121185831.1121185831.9 96 Exhibit 3.1 Execution Version ARTICLE X MISCELLANEOUS SECTION X.01.