Common use of Designation of Additional Issuing Banks Clause in Contracts

Designation of Additional Issuing Banks. APA may, at any time and from time to time, upon notice to the Administrative Agent, designate as Issuing Banks one or more Lenders that agree to serve, in such Xxxxxx’s sole discretion, in such capacity as provided below. The acceptance by a Lender of an appointment as an Issuing Bank hereunder shall be evidenced by an agreement, which shall be in form and substance reasonably satisfactory to such Issuing Bank, executed by APA, the Administrative Agent and such Issuing Bank, including a sublimit for the aggregate amount of Letters of Credit it is willing to issue (which amount will be the Letter of Credit Commitment of such Issuing Bank), and, from and after the effective date of such agreement, (i) such Lender shall have all the rights and obligations of an Issuing Bank under this Agreement and (ii) references herein to the term “Issuing Bank” shall be deemed to include such Lender in its capacity as an issuer of Letters of Credit hereunder. Notwithstanding anything to the contrary contained herein, any Issuing Bank may resign as an Issuing Bank under this Agreement or assign its Letter of Credit Commitment at any time that such Issuing Bank has no Letters of Credit issued and outstanding under this Agreement; provided that (i) any resignation by such Issuing Bank as such shall be subject to APA’s prior written acknowledgement and acceptance, and (ii) any assignment by a Lender that is an Issuing Bank of its Letter of Credit Commitment shall be (A) subject to APA’s prior written consent, which acknowledgement and acceptance or consent, as applicable, may be withheld by APA in its sole and absolute discretion unless and until one or more Issuing Banks or additional Issuing Banks with the same or higher Bank Rating and which are eligible and able to issue Letters of Credit that comply in all respects with the requirements of the Security Arrangements assume and become obligated for the Letter of Credit Commitment of the resigning or assigning Issuing Bank, and in such event, APA shall not unreasonably withhold its acknowledgment and acceptance or consent, as applicable and (B) the parties to the assignment shall execute and deliver to the Administrative Agent (x) an Assignment and Assumption or (y) another writing mutually agreeable to the assignor, assignee, Administrative Agent, and APA; provided, however, notwithstanding the foregoing, if there is a Change of Law which prohibits an Issuing Bank from acting as an Issuing Bank under this Agreement, then such Issuing Bank shall be permitted to resign as an Issuing Bank at any time thereafter that such Issuing Bank has no Letters of Credit issued and outstanding under the Credit Agreement.

Designation of Additional Issuing Banks. APA Apache may, at any time and from time to time, upon notice to the Administrative Agent, designate as Issuing Banks one or more Lenders that agree to serve, in such XxxxxxLender’s sole discretion, in such capacity as provided below. The acceptance by a Lender of an appointment as an Issuing Bank hereunder shall be evidenced by an agreement, which shall be in form and substance reasonably satisfactory to such Issuing Bank, executed by APAApache, the Administrative Agent and such Issuing Bank, including a sublimit for the aggregate amount of Letters of Credit it is willing to issue (which amount will be the Letter of Credit Commitment of such Issuing Bank), and, from and after the effective date of such agreement, (i) such Lender shall have all the rights and obligations of an Issuing Bank under this Agreement and (ii) references herein to the term “Issuing Bank” shall be deemed to include such Lender in its capacity as an issuer of Letters of Credit hereunder. Notwithstanding anything to the contrary contained herein, any Issuing Bank may resign as an Issuing Bank under this Agreement or assign its Letter of Credit Commitment at any time that such Issuing Bank has no Letters of Credit issued and outstanding under this Agreement; provided that (i) any resignation by such Issuing Bank as such shall be subject to APAApache’s prior written acknowledgement and acceptance, and (ii) any assignment by a Lender that is an Issuing Bank of its Letter of Credit Commitment shall be (A) subject to APAApache’s prior written consent, which acknowledgement and acceptance or consent, as applicable, may be withheld by APA Apache in its sole and absolute discretion unless and until one or more Issuing Banks or additional Issuing Banks with the same or higher Bank Rating and which are eligible and able to issue Letters of Credit that comply in all respects with the requirements of the Security Arrangements assume and become obligated for the Letter of Credit Commitment of the resigning or assigning Issuing Bank, and in such event, APA Apache shall not unreasonably withhold its acknowledgment and acceptance or consent, as applicable and (B) the parties to the assignment shall execute and deliver to the Administrative Agent (x) an Assignment and Assumption or (y) another writing mutually agreeable to the assignor, assignee, Administrative Agent, and APAapplicable; provided, however, notwithstanding the foregoing, if there is a Change of Law which prohibits an Issuing Bank from acting as an Issuing Bank under this Agreement, then such Issuing Bank shall be permitted to resign as an Issuing Bank at any time thereafter that such Issuing Bank has no Letters of Credit issued and outstanding under the Credit Agreement.

Designation of Additional Issuing Banks. APA The Borrower may, at any time and from time to time, upon notice to the Administrative Agent, designate as Issuing Banks one or more Lenders that agree to serve, in such XxxxxxLender’s sole discretion, in such capacity as provided below. The acceptance by a Lender of an appointment as an Issuing Bank hereunder shall be evidenced by an agreement, which shall be in form and substance reasonably satisfactory to such Issuing Bank, executed by APAthe Borrower, the Administrative Agent and such Issuing Bank, including a sublimit for the aggregate amount of Letters of Credit it is willing to issue (which amount will be the Letter of Credit Commitment of such Issuing Bank), and, from and after the effective date of such agreement, (i) such Lender shall have all the rights and obligations of an Issuing Bank under this Agreement and (ii) references herein to the term “Issuing Bank” shall be deemed to include such Lender in its capacity as an issuer of Letters of Credit hereunder. Notwithstanding anything to the contrary contained herein, any Issuing Bank may resign as an Issuing Bank under this Agreement or assign its Letter of Credit Commitment at any time that such Issuing Bank has no Letters of Credit issued and outstanding under this Agreement; provided that (i) any resignation by such Issuing Bank as such shall be subject to APAthe Borrower’s prior written acknowledgement and acceptance, and (ii) any assignment by a Lender that is an Issuing Bank of its Letter of Credit Commitment shall be (A) subject to APAthe Borrower’s prior written consent, which acknowledgement and acceptance or consent, as applicable, may be withheld by APA the Borrower in its sole and absolute discretion unless and until one or more Issuing Banks or additional Issuing Banks with the same or higher Bank Rating and which are eligible and able to issue Letters of Credit that comply in all respects with the requirements of the Security Arrangements assume and become obligated for the Letter of Credit Commitment of the resigning or assigning Issuing Bank, and in such event, APA the Borrower shall not unreasonably withhold its acknowledgment and acceptance or consent, as applicable and (B) the parties to the assignment shall execute and deliver to the Administrative Agent (x) an Assignment and Assumption or (y) another writing mutually agreeable to the assignor, assignee, Administrative Agent, and APAapplicable; provided, however, notwithstanding the foregoing, if there is a Change of Law which prohibits an Issuing Bank from acting as an Issuing Bank under this Agreement, then such Issuing Bank shall be permitted to resign as an Issuing Bank at any time thereafter that such Issuing Bank has no Letters of Credit issued and outstanding under the Credit Agreement.

Designation of Additional Issuing Banks. APA may, at any time and from From time to time, upon Borrower may, by notice to the Administrative Agent, designate as additional Issuing Banks one or more Lenders Letters of Credit Facility Participants, or such Letters of Credit Facility Participants’ Affiliates, that agree to serve, in such Xxxxxx’s sole discretion, serve in such capacity as provided belowbelow and are acceptable to the Administrative Agent. The acceptance by a Lender Letters of an Credit Facility Participant or such Letters of Credit Facility Participant’s Affiliate of any appointment as an Issuing Bank hereunder shall be evidenced by an agreementagreement (an “Issuing Bank Agreement”), which shall be in a form and substance reasonably satisfactory to such Issuing BankBorrower and the Administrative Agent, and shall be executed by APA, the Administrative Agent and such Issuing Bank, including a sublimit for the aggregate amount of Letters of Credit it is willing to issue (which amount will be the Letter Facility Participant or such Letters of Credit Commitment of such Issuing Bank)Facility Participant’s Affiliate, andBxxxxxxx, from and the Administrative Agent. From and after the effective date of such agreement, (i) such Lender Letters of Credit Facility Participant or such Letters of Credit Facility Participant’s Affiliate shall have all the rights and obligations of an Issuing Bank under this Agreement and the other Loan Documents and (ii) references herein and in the other Loan Documents to the term “Issuing Bank” shall be deemed to include such Lender Letters of Credit Facility Participant or such Letters of Credit Facility Participant’s Affiliate in its capacity as an issuer Issuing Bank. The Issuing Bank Agreement of Letters of Credit hereunder. Notwithstanding anything to the contrary contained herein, any Issuing Bank may resign as an Issuing Bank under this Agreement or assign its Letter of Credit Commitment at any time that limit the total stated amounts and the currencies in which such Issuing Bank has no Letters of Credit issued and outstanding under this Agreement; provided that (i) any resignation by such Issuing Bank as such shall be subject to APA’s prior written acknowledgement and acceptance, and (ii) any assignment by a Lender that is an Issuing Bank of its Letter of Credit Commitment shall be (A) subject to APA’s prior written consent, which acknowledgement and acceptance or consent, as applicable, may be withheld by APA in its sole and absolute discretion unless and until one or more Issuing Banks or additional Issuing Banks with the same or higher Bank Rating and which are eligible and able to will issue Letters of Credit that comply in all respects with the requirements of the Security Arrangements assume Credit, and become obligated for the Letter of Credit Commitment of the resigning or assigning any such limitations will, as to such Issuing Bank, and be deemed to be incorporated in such event, APA shall not unreasonably withhold its acknowledgment and acceptance or consent, as applicable and (B) the parties to the assignment shall execute and deliver to the Administrative Agent (x) an Assignment and Assumption or (y) another writing mutually agreeable to the assignor, assignee, Administrative Agent, and APA; provided, however, notwithstanding the foregoing, if there is a Change of Law which prohibits an Issuing Bank from acting as an Issuing Bank under this Agreement, then such Issuing Bank shall be permitted to resign as an Issuing Bank at any time thereafter that such Issuing Bank has no Letters of Credit issued and outstanding under the Credit Agreement.

Designation of Additional Issuing Banks. APA (i) The Borrower may terminate the appointment of any Issuing Bank as an “Issuing Bank” hereunder by providing written notice thereof to such Issuing Bank, with a copy to the Administrative Agent. Any such termination shall become effective upon the earlier of (i) such Issuing Bank acknowledging receipt of such notice and (ii) the 10th Business Day following the date of the delivery thereof; provided that no such termination shall become effective (except to relieve such Issuing Bank from any obligation to issue, amend or extent any Letter of Credit) until and unless the Letter of Credit Usage attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero. At the time any such termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the terminated Issuing Bank pursuant to Section 2.11(b). Notwithstanding the effectiveness of any such termination, the terminated Issuing Bank shall continue to have all the rights of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such termination, but shall not issue any additional Letters of Credit. (ii) The Borrower may, at any time and from time to time, upon notice to with the consent of the Administrative AgentAgent (which consent shall not be unreasonably withheld), designate as additional Issuing Banks one or more Lenders that agree to serve, in such Xxxxxx’s sole discretion, serve in such capacity as provided below. The acceptance by a Lender of an appointment as an Issuing Bank hereunder shall be evidenced by an agreement, which shall be in form and substance reasonably satisfactory to such Issuing Bankthe Administrative Agent, executed by APAthe Borrower, the Administrative Agent and such Issuing Bank, including a sublimit for the aggregate amount of Letters of Credit it is willing to issue (which amount will be the Letter of Credit Commitment of such Issuing Bank), designated Lender and, from and after the effective date of such agreement, (i) such Lender shall have all the rights and obligations of an Issuing Bank under this Agreement and (ii) references herein to the term “Issuing Bank” shall be deemed to include such Lender in its capacity as an issuer of Letters of Credit hereunder. Notwithstanding anything to the contrary contained herein, any Issuing Bank may resign as an Issuing Bank under this Agreement or assign its Letter of Credit Commitment at any time that such Issuing Bank has no Letters of Credit issued and outstanding under this Agreement; provided that (i) any resignation by such Issuing Bank as such shall be subject to APA’s prior written acknowledgement and acceptance, and (ii) any assignment by a Lender that is an Issuing Bank of its Letter of Credit Commitment shall be (A) subject to APA’s prior written consent, which acknowledgement and acceptance or consent, as applicable, may be withheld by APA in its sole and absolute discretion unless and until one or more Issuing Banks or additional Issuing Banks with the same or higher Bank Rating and which are eligible and able to issue Letters of Credit that comply in all respects with the requirements of the Security Arrangements assume and become obligated for the Letter of Credit Commitment of the resigning or assigning Issuing Bank, and in such event, APA shall not unreasonably withhold its acknowledgment and acceptance or consent, as applicable and (B) the parties to the assignment shall execute and deliver to the Administrative Agent (x) an Assignment and Assumption or (y) another writing mutually agreeable to the assignor, assignee, Administrative Agent, and APA; provided, however, notwithstanding the foregoing, if there is a Change of Law which prohibits an Issuing Bank from acting as an Issuing Bank under this Agreement, then such Issuing Bank shall be permitted to resign as an Issuing Bank at any time thereafter that such Issuing Bank has no Letters of Credit issued and outstanding under the Credit Agreement.n)