Common use of Replacement of Issuing Banks Clause in Contracts

Replacement of Issuing Banks. Any Issuing Bank may be replaced with any Lender (or any Affiliate thereof) at any time by written agreement among the Company, the Administrative Agent and the successor Issuing Bank, and consented to by the replaced Issuing Bank (such consent not to be unreasonably delayed or withheld), which agreement shall set forth the LC Commitment of the successor Issuing Bank. The Administrative Agent shall notify the Lenders of any such replacement of an Issuing Bank. At the time any such replacement shall become effective, the Borrowers shall pay all unpaid fees accrued for the account of the replaced Issuing Bank pursuant to Section 2.12(b). From and after the effective date of any such replacement, (i) the successor Issuing Bank shall have all the rights and obligations of the replaced 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 refer to such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the replacement of an Issuing Bank hereunder, the replaced Issuing Bank shall, unless otherwise provided in such written agreement, remain a party hereto and shall continue to have all the rights and, if any Letters of Credit issued by it shall continue to be outstanding, the obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such replacement, but shall not be required to issue additional Letters of Credit.

Replacement of Issuing Banks. Any An Issuing Bank may be replaced with any Lender (or any Affiliate thereof) at any time by written agreement among the CompanyBorrowers, the Administrative Agent and the successor Issuing BankAgent, and consented to by the replaced Issuing Bank (such consent not to be unreasonably delayed or withheld), which agreement shall set forth the LC Commitment of and the successor Issuing Bank. The Administrative Agent shall notify the Lenders of any such replacement of an Issuing Bank. At the time any such replacement shall become effective, the Borrowers shall pay all unpaid fees accrued for the account of the replaced Issuing Bank pursuant to Section 2.12(b2.11(b). From and after the [[NYCORP:3461068v7:3124W: 04/23/2014--12:33 AM]] effective date of any such replacement, (i) the successor Issuing Bank shall have all the rights and obligations of the replaced an Issuing Bank under this Agreement and the other Loan Documents with respect to Letters of Credit to be issued by it thereafter and (ii) references herein and in the other Loan Documents to the term “Issuing Bank” shall be deemed to refer to such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the replacement of an Issuing Bank hereunder, the replaced Issuing Bank shall, unless otherwise provided in such written agreement, shall remain a party hereto and shall continue to have all the rights and, if any Letters of Credit issued by it shall continue to be outstanding, the and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such replacement, but shall not be required to issue additional Letters of Credit.

Replacement of Issuing Banks. (a) Any Issuing Bank may be replaced with any Lender (or any Affiliate thereof) at any time by written agreement among the Company, the Administrative Agent and the successor Issuing BankAgent, and consented to by the replaced Issuing Bank (such consent not to be unreasonably delayed or withheld), which agreement shall set forth the LC Commitment of and the successor Issuing Bank. The Administrative Agent shall notify the Lenders Banks of any such replacement of an any Issuing Bank. At the time any such replacement shall become effective, the Borrowers Company shall pay all unpaid fees accrued for the account of the replaced Issuing Bank pursuant to Section 2.12(b)Bank. From and after the effective date of any such replacement, (ix) the successor Issuing Bank shall have all the rights and obligations of the replaced an Issuing Bank under this Agreement and the other Loan Documents with respect to Letters of Credit to be issued thereafter and (iiy) references herein and in the other Loan Documents to the term “Issuing Bank” shall be deemed to refer to and include such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the replacement of an Issuing Bank hereunder, the replaced Issuing Bank shall, unless otherwise provided in such written agreement, shall remain a party hereto and shall continue to have all the rights and, if any Letters of Credit issued by it shall continue to be outstanding, the and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such replacement, but shall not be required to issue additional Letters of Credit. (b) Subject to the appointment and acceptance of a successor Issuing Bank, any Issuing Bank may resign as an Issuing Bank at any time upon thirty days’ prior written notice to the Administrative Agent, the Company and the Banks, in which case, such Issuing Bank shall be replaced in accordance with subsection 5.9(a) above.

Replacement of Issuing Banks. Any An Issuing Bank may resign at any time by giving 30 days prior written notice to the Administrative Agent and the Borrower, and an Issuing Bank may be replaced with any Lender (or any Affiliate thereof) at any time by written agreement among the CompanyBorrower, the Administrative Agent and the successor Issuing BankAgent, and consented to by the replaced Issuing Bank (such consent not to be unreasonably delayed or withheld), which agreement shall set forth the LC Commitment of and the successor Issuing Bank. The Administrative Agent shall notify the Lenders of any such resignation or replacement of an Issuing Bank. At the time any such resignation or replacement shall become effective, the Borrowers Borrower shall pay all unpaid fees accrued for the account of the retiring or replaced Issuing Bank pursuant to Section 2.12(b). From and after the effective date of any such resignation or replacement, (i) the successor Issuing Bank shall have all the rights and obligations of the replaced an Issuing Bank under this Agreement and the other Loan Documents with respect to Letters of Credit to be issued thereafter and (ii) references herein and in the other Loan Documents to the term “"Issuing Bank” " shall be deemed to refer to such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the resignation or replacement of an Issuing Bank hereunder, the retiring or replaced Issuing Bank shall, unless otherwise provided in such written agreement, shall remain a party hereto and shall continue to have all the rights and, if any Letters of Credit issued by it shall continue to be outstanding, the and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such resignation or replacement, but shall not be required to issue additional Letters of Credit.

Replacement of Issuing Banks. Any Issuing Bank may be replaced with any Lender (or any Affiliate thereof) removed at any time by written agreement among the Company, Company and the Administrative Agent and the successor Issuing Bank, and consented to by the replaced Issuing Bank (such consent not to be unreasonably delayed or withheld), which agreement shall set forth the LC Commitment of the successor Issuing BankAgent. The Administrative Agent shall notify the Lenders of any such replacement or removal of an Issuing Bank. At the time any such replacement or removal shall become effective, the Borrowers shall pay all unpaid fees fees, costs or expenses accrued for the account of the replaced or removed Issuing Bank pursuant to Section 2.12(b). From and after the effective date of any such replacement, (i) in the case of any replacement, the successor Issuing Bank shall have all the rights and obligations of the replaced an Issuing Bank under this Agreement and the other Loan Documents with respect to Letters of Credit to be issued thereafter and (ii) references herein and in the other Loan Documents to the term “"Issuing Bank” " shall be deemed to refer to such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the replacement or removal of an Issuing Bank hereunder, the replaced or removed Issuing Bank shall, unless otherwise provided in such written agreement, shall remain a party hereto and shall continue to have all the rights and, if any Letters of Credit issued by it shall continue to be outstanding, the and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such replacementreplacement or removal, but shall not be required to issue additional Letters of Credit.

Replacement of Issuing Banks. (a) Any Issuing Bank may be replaced with any Lender (or any Affiliate thereof) at any time by written agreement among the CompanyBorrower, the Administrative Agent and the successor Issuing BankAgent, and consented to by the such replaced Issuing Bank (such consent not to be unreasonably delayed or withheld), which agreement shall set forth and the LC Commitment of the applicable successor Issuing Bank. The Administrative Agent shall notify the Lenders of any such replacement of an any Issuing Bank. At the time any such replacement shall become effective, the Borrowers Borrower shall pay all unpaid fees accrued for the account of the replaced Issuing Bank pursuant to Section 2.12(b2.11(b). From and after the effective date of any such replacement, (i) the successor Issuing Bank shall have all the rights and obligations of the such replaced Issuing Bank under this Agreement and the other Loan Documents with respect to Letters of Credit to be issued thereafter and (ii) references herein and in the other Loan Documents to the term “Issuing Bank” shall be deemed to refer to such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the replacement of an Issuing Bank hereunder, the replaced Issuing Bank shall, unless otherwise provided in such written agreement, shall remain a party hereto and shall continue to have all the rights and, if any Letters of Credit issued by it shall continue to be outstanding, the and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such replacement, but shall not be required to issue additional Letters of Credit. (b) Subject to the appointment and acceptance of a successor Issuing Bank, any Issuing Bank may resign as an Issuing Bank at any time upon thirty days’ prior written notice to the Administrative Agent, the Borrower and the Lenders, in which case, such Issuing Bank shall be replaced in accordance with Section 2.05(i)(a) above.