Replacement of Agents Sample Clauses

Replacement of Agents. (1) The Agent may resign at any time by giving 30 days prior notice of its resignation to the Lender and the Borrower. Upon receipt of any such notice of resignation, the Lender shall have the right to appoint a successor.
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Replacement of Agents. If a default on the part of an Agent exists under the agreement to which it is a party or an Event of Default exists, Lender may require that such Agent be replaced in accordance with the terms of the applicable Servicing Agreement, Lockbox Agreement or Custodial Agreement.
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Replacement of Agents. If a default on the part of an Agent exists and continues under the agreement to which it is a party or an Event of Default exists and continues, Lender, subject to any additional restriction thereon contained in the Lockbox Agreement or the Servicing Agreement, as applicable, may at any time and from time to time, substitute a successor or successors to any Agent acting under the Servicing Agreement or Lockbox Agreement. In any event, if, at any time during the term of the Receivables Loan, Lender is not satisfied with the servicing and collection abilities of Resort Communications, Inc., Lender shall have the right to require that such servicing and collection functions be performed by another servicing and collection company satisfactory to Lender pursuant to a servicing agreement satisfactory in form and content to Lender.
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Replacement of Agents. Lender shall have the right at such times as are provided in the applicable agreement, upon written notice to Borrower, (i) to transfer the servicing of the Notes Receivable to the Backup Servicing Agent or to an alternate Qualified Servicing Agent in accordance with the terms of the Servicing Agreement and/or (ii) to transfer the custodial activities in connection with Notes Receivable to an alternate qualified Custodial Agent in accordance with the terms of the Custodial Agreement and/or (iii) to transfer the backup servicing of the Notes Receivable to an alternate qualified Backup Servicing Agent in accordance with the terms of the Backup Servicing Agreement. The custodial fees, servicing fees, lockbox fees and the costs and expenses of the Servicing Agent, Backup Servicing Agent, Lockbox Agent and Custodial Agent shall be timely paid by Borrower. The determination of a successor to the then existing Custodial Agent, the then existing Backup Servicing Agent and the existing Servicing Agent shall be made by the mutual agreement of the Lender and the Borrower unless there then exists an Event of Default or, in connection with the appointment of a successor to Bluegreen as the Servicing Agent, unless there has occurred a Termination Event (as defined in the Servicing Agreement). For purposes of this Section 3.4, a “Qualified Servicing Agent” shall mean a nationally recognized and licensed servicer of timeshare loan receivables that (a) is actively servicing a portfolio of timeshare loans with an aggregate principal balance of not less than $200,000,000, (b) has servicing and collection capabilities for all categories of delinquent and defaulted timeshare loans (including through foreclosure) and (c) is not the Lender or an Affiliate of the Lender. 
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Replacement of Agents. (a)The Collateral Agent and/or the Intercreditor Agent may resign at any time by giving 45 days’ prior written notice thereof to the Company, the Grantors and each Representative. The Collateral Agent and/or the Intercreditor Agent may be removed with five Business Days prior written notice with or without cause by an Intercreditor Action or the Company. Upon any such resignation or removal, the Company, unless an Event of Default is continuing, shall have the right to appoint a successor and shall use all reasonable efforts to appoint such successor. If an Event of Default is continuing, a successor Collateral Agent and/or Intercreditor Agent, as the case may be, shall be appointed by Intercreditor Action. If no such successor shall have been so appointed and accepted such appointment within 30 days after the Collateral Agent or Intercreditor Agent, as the case may be, has given notice of resignation or the giving of the relevant notice of removal, then it shall be fully and automatically discharged from its duties and obligations hereunder (it being understood and agreed that no Event of Default shall be triggered as a result of such discharge) on such date. Upon the formal appointment as the Collateral Agent and/or Intercreditor Agent, as the case may be, hereunder by such successor agent, (i) such successor agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring agent; (ii) the retiring agent shall promptly transfer all rights and interests in the Collateral within its possession or control to the possession or control of the successor agent and shall deliver a final statement of accounts and execute and deliver such notices, instructions and assignments as may be necessary or desirable to transfer the rights of such agent with respect to the Collateral within its possession or control to such successor agent and (iii) the Grantors shall pay all fees and expenses due to the retiring agent in accordance with the terms of this Agreement until the effective date of such resignation or removal. After the retiring agent’s resignation or removal hereunder as an agent, the provisions of this Article 12 (including its rights to compensation and indemnification) shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as such agent.
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Replacement of Agents. Lender shall have the right at such times as are provided in the applicable agreement, upon written notice to Borrower, (i) to transfer the servicing of the Notes Receivable to the Backup Servicing Agent or to an alternate Qualified Servicing Agent in accordance with the terms of the Servicing Agreement and/or (ii) to transfer the custodial activities in connection with Notes Receivable to an alternate qualified Custodial Agent in accordance with the 6284.98.499412.15 28 9/30/2010
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Replacement of Agents. Lender, subject to any additional restriction thereon contained in the Lockbox Agreement or the Servicing Agreement may at any time and from time to time substitute a successor or successors to any Agent acting under the Lockbox Agreement or the Servicing Agreement; provided such Agent has acted negligently in the performance of its duties or responsibilities.
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Replacement of Agents. 35 Section 9.9 Non-Reliance on Agents and Other Lenders. 36 Section 9.10 Collective Action of the Secured Creditors. 36 Section 9.11 Obligations. 36 Section 9.12 Holding of Security; Discharges. 36
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Replacement of Agents 
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Related to Replacement of Agents

  • Appointment of Agents The Custodian may at any time or times in its discretion appoint (and may at any time remove) any other bank or trust company which is itself qualified under the Investment Company Act of 1940, as amended, to act as a custodian, as its agent to carry out such of the provisions of this Article 2 as the Custodian may from time to time direct; provided, however, that the appointment of any agent shall not relieve the Custodian of its responsibilities or liabilities hereunder.

  • Appointment of Agent GE Capital is hereby appointed to act on behalf of all Lenders as Agent under this Agreement and the other Loan Documents. The provisions of this Section 9.2 are solely for the benefit of Agent and Lenders and no Credit Party nor any other Person shall have any rights as a third party beneficiary of any of the provisions hereof. In performing its functions and duties under this Agreement and the other Loan Documents, Agent shall act solely as an agent of Lenders and does not assume and shall not be deemed to have assumed any obligation toward or relationship of agency or trust with or for any Credit Party or any other Person. Agent shall have no duties or responsibilities except for those expressly set forth in this Agreement and the other Loan Documents. The duties of Agent shall be mechanical and administrative in nature and Agent shall not have, or be deemed to have, by reason of this Agreement, any other Loan Document or otherwise a fiduciary relationship in respect of any Lender. Except as expressly set forth in this Agreement and the other Loan Documents, Agent shall not have any duty to disclose, and shall not be liable for failure to disclose, any information relating to any Credit Party or any of their respective Subsidiaries or any Account Debtor that is communicated to or obtained by GE Capital or any of its Affiliates in any capacity. Neither Agent nor any of its Affiliates nor any of their respective officers, directors, employees, agents or representatives shall be liable to any Lender for any action taken or omitted to be taken by it hereunder or under any other Loan Document, or in connection herewith or therewith, except for damages caused by its or their own gross negligence or willful misconduct. If Agent shall request instructions from Requisite Lenders or all affected Lenders with respect to any act or action (including failure to act) in connection with this Agreement or any other Loan Document, then Agent shall be entitled to refrain from such act or taking such action unless and until Agent shall have received instructions from Requisite Lenders or all affected Lenders, as the case may be, and Agent shall not incur liability to any Person by reason of so refraining. Agent shall be fully justified in failing or refusing to take any action hereunder or under any other Loan Document (a) if such action would, in the opinion of Agent, be contrary to law or the terms of this Agreement or any other Loan Document, (b) if such action would, in the opinion of Agent, expose Agent to Environmental Liabilities or (c) if Agent shall not first be indemnified to its satisfaction against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. Without limiting the foregoing, no Lender shall have any right of action whatsoever against Agent as a result of Agent acting or refraining from acting hereunder or under any other Loan Document in accordance with the instructions of Requisite Lenders or all affected Lenders, as applicable.

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