Common use of Removal of Administrative Agent Clause in Contracts

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.09, if at any time the Person serving as Administrative Agent is, in its capacity as a Lender, a Defaulting Lender, the Required Lenders may by notice to the Borrower and such Person and, subject to the prior written approval of the Borrower, remove such Person as Administrative Agent and appoint a replacement Administrative Agent reasonably acceptable to the Borrower. Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided that, if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time as the Required Lenders appoint a successor agent pursuant to this Section 8.09. For the avoidance of doubt, to the extent that any Affiliate Lender or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Lender or Affiliated Debt Fund, in its capacity as Lender, may act to remove any Person acting as Administrative Agent.

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.0910.1(d), if at any time the Required Lenders determine that the Person serving as Administrative Agent is, in its capacity as a Lender, is a Defaulting Lender, the Required Lenders may by notice to the Borrower and such Person andPerson, and subject to the prior written reasonable approval of the Borrower, remove such Person as Administrative Agent and and, with the reasonable approval of the Borrower, appoint a replacement Administrative Agent reasonably acceptable to the Borrowerhereunder. Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 five (5) Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided that, that if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time time, if any, as the Required Lenders appoint a successor agent pursuant to this Section 8.099.10). For the avoidance of doubt, to the extent that any Affiliate Affiliated Lender or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Affiliated Lender or Affiliated Debt Fund, in its capacity as Lender, Lender may act to remove any such Person acting as Administrative Agent.

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.0910.1(e), if at any time the Required Lenders determine that the Person serving as Administrative Agent is, in its capacity as a Lender, is a Defaulting Lender, the Required Lenders may by notice to the Borrower and such Person andPerson, and subject to the prior written reasonable approval of the Borrower, remove such Person as Administrative Agent and and, with the reasonable approval of the Borrower, appoint a replacement Administrative Agent reasonably acceptable to the Borrowerhereunder. Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided thatprovided, that if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time time, if any, as the Required Lenders appoint a successor agent pursuant to this Section 8.099.10). For the avoidance of doubt, to the extent that any Affiliate Affiliated Lender or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Affiliated Lender or Affiliated Debt Fund, in its capacity as Lender, Lender may act to remove any such Person acting as Administrative Agent.

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.0910.1(d), if at any time the Required Lenders determine that the Person serving as Administrative Agent is, in its capacity as a Lender, is a Defaulting Lender, the Required Lenders may by notice to the Borrower and such Person andPerson, and subject to the prior written reasonable approval of the Borrower, remove such Person as Administrative Agent and and, with the reasonable approval of the Borrower, appoint a replacement Administrative Agent reasonably acceptable to the Borrowerhereunder. Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided that, that if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time time, if any, as the Required Lenders appoint a successor agent pursuant to this Section 8.099.10). For the avoidance of doubt, to the extent that any Affiliate Affiliated Lender or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Affiliated Lender or Affiliated Debt Fund, in its capacity as Lender, Lender may act to remove any such Person acting as Administrative Agent.

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.0911.1(d), if at any time the Required Lenders determine that the Person serving as Administrative Agent is, in its capacity as a Lender, is a Defaulting Lender, the Required Lenders may by notice to the Borrower and such Person andPerson, and subject to the prior written reasonable approval of the BorrowerBorrower (unless a Payment Event of Default or a Bankruptcy Event of Default shall have occurred and be continuing), remove such Person as Administrative Agent and and, appoint a replacement Administrative Agent reasonably acceptable hereunder, which successor agent shall (unless a Payment Event of Default or a Bankruptcy Event of Default shall have occurred and be continuing) be subject to approval by the BorrowerBorrower (which approval shall not be unreasonably withheld or delayed). Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 five (5) Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided that, that if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time time, if any, as the Required Lenders appoint a successor agent pursuant to this Section 8.0910.10). For the avoidance of doubt, to the extent that any Affiliate Affiliated Lender or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Affiliated Lender or Affiliated Debt Fund, in its capacity as Lender, Lender may act to remove any such Person acting as Administrative Agent.

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.09notwithstanding, if at any time the Required Lenders determine that the Person serving as Administrative Agent is, in its capacity as a Lender, is a Defaulting Lender, the Required Lenders may by notice to the Borrower Company and such Person andPerson, and subject to the prior written reasonable approval of the BorrowerCompany, remove such Person as Administrative Agent and and, with the reasonable approval of the Company, appoint a replacement Administrative Agent reasonably acceptable hereunder, which successor agent shall (unless a Payment Event of Default or Bankruptcy Event of Default shall have occurred and be continuing) be subject to approval by the BorrowerCompany (which approval shall not be unreasonably withheld or delayed). Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided that, that if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time time, if any, as the Required Lenders appoint a successor agent pursuant to this Section 8.098.10). For Table of Contents 8.11 Joint Lead Arrangers; Co-Arrangers. None of the avoidance of doubt, to Joint Lead Arrangers or the extent that Co-Arrangers shall have any Affiliate Lender duties or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Lender or Affiliated Debt Fund, responsibilities hereunder in its capacity their respective capacities as Lender, may act to remove any Person acting as Administrative Agentsuch.

Removal of Administrative Agent. Anything herein to the contrary notwithstanding and, subject to this Section 8.09, if at any time the Person serving as Administrative Agent is, in its capacity as a Lender, a Defaulting Lender, the Required Lenders may by notice to the Borrower and such Person and, subject to the prior written approval of the Borrower, remove such Person as Administrative Agent and appoint a replacement Administrative Agent reasonably acceptable to the Borrower. Such removal will, to the fullest extent permitted by applicable law, be effective on the earlier of (i) the date a replacement Administrative Agent is appointed and (ii) the date that is 5 Business Days after the giving of such notice by the Required Lenders (regardless of whether a replacement Administrative Agent has been appointed); provided that, if no replacement Administrative Agent has been appointed, the Lenders shall assume and perform all of the duties of the Administrative Agent (with Administrative Agent consents being treated as Required Lender consents) hereunder until such time as the Required Lenders Xxxxxxx appoint a successor agent pursuant to this Section 8.09. For the avoidance of doubt, to the extent that any Affiliate Lender or Affiliated Debt Fund holds Loans or Commitments, no such Affiliate Lender or Affiliated Debt Fund, in its capacity as Lender, may act to remove any Person acting as Administrative Agent.