Common use of Conditions to Resignation and Termination Clause in Contracts

Conditions to Resignation and Termination. Subject to paragraph 11(b)(v) below, no resignation or termination of the Global Agent or the Exchange Administrator shall take effect until a new agent or exchange administrator has been appointed and has accepted such appointment and no resignation or termination of an agent shall take effect if there would not then be agents as required by the Terms of any Notes. The Issuer shall use its best efforts to appoint a new agent not later than 30 calendar days after (A) the Issuer's receipt of the notice of resignation delivered by the Global Agent or Exchange Administrator, as applicable, in accordance with paragraph 11(b)(ii) above or (ii) the delivery by the Issuer of notice of termination delivered to the Global Agent or Exchange Administrator, as applicable, in accordance with paragraph 11(b)(i) above. The Issuer agrees with the Global Agent that if the Issuer fails to appoint a successor within such period, the Global Agent may (i) select a bank to act as the new Global Agent hereunder or (B) petition a court of competent jurisdiction to appoint a successor Global Agent (with all costs associated with such petition to be paid by the Issuer) and the Issuer shall accept the appointment of such bank as the successor to the Global Agent. The Issuer agrees with the Exchange Administrator that if the Issuer fails to appoint a successor within such period, the Exchange Administrator may (i) select a bank to act as the new Exchange Administrator hereunder or (B) petition a court of competent jurisdiction to appoint a successor Exchange Administrator (with all costs associated with such petition to be paid by the Issuer) and the Issuer shall accept the appointment of such bank as the successor to the Exchange Administrator.