Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer in writing. The Issuer may remove the Trustee or the Collateral Agent if: (i) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof; (ii) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law; (iii) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or (iv) the Trustee or the Collateral Agent becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent.
Appears in 3 contracts
Samples: Indenture (Domus Holdings Corp), Indenture (Domus Holdings Corp), Indenture (Realogy Corp)
Replacement of Trustee or Collateral Agent. (a) A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Xxxxxxxxxx Agent shall will become effective only upon the successor Trustee’s or successor Collateral Xxxxxxxxxx Agent’s acceptance of appointment as provided in this Section 7.08. .
(b) The Trustee or and the Collateral Agent each may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuer and the non-resigning Trustee or Collateral Agent. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or Trustee, the Collateral Agent, as the case may be, Agent and the Issuer in writing. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Collateral Agent upon 30 days’ prior written notice to the Collateral Agent, the Trustee and the Issuer. The Issuer may remove the Trustee or the Collateral Agent Agent, as applicable, if:
(i1) in the case of the Trustee, the Trustee or the Collateral Agent fails to comply with Section 7.10 hereof;
(ii2) the Trustee or the Collateral Agent, as the case may be, Agent is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee or the Collateral Agent under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, Agent or its their property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. .
(c) If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall will promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in aggregate principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Xxxxxxxxxx Agent to replace the successor Trustee or successor Collateral Xxxxxxxxxx Agent appointed by the Issuer. .
(d) If a successor Trustee or a successor Collateral Agent Agent, as applicable, does not take office within 60 30 days after the retiring Trustee or retiring Collateral Agent Agent, as applicable, resigns or is removed, the retiring Trustee or the retiring Collateral Agent (at Agent, as applicable, the Issuer’s expense), the Issuer or the Holders of at least 10% in aggregate principal amount of the then outstanding Notes may (at the cost of the Issuer) petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. applicable.
(e) If the TrusteeTrustee or the Collateral Agent, after written request by any Holder Xxxxxx who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee or the Collateral Agent, as applicable, and the appointment of a successor Trustee. Trustee or successor Collateral Agent.
(f) A successor Trustee or successor Collateral Agent shall Agent, as applicable, will deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or the retiring Collateral Agent shall Agent, as applicable, will become effective, and the successor Trustee or successor Collateral Agent shall Agent, as applicable, will have all the rights, powers and duties of the Trustee or and the Collateral Agent Agent, as applicable under this IndentureIndenture and the Security Documents. The successor Trustee or successor Collateral Agent shall Agent, as applicable, will mail a notice of its succession to the Holders (and to the extent there is a successor Collateral Agent, the Trustee shall agree to post such notice of succession prepared by the Collateral Agent to the Holders). The retiring Trustee or retiring Collateral Agent shall Agent, as applicable, will promptly transfer all property held by it as Trustee or Collateral Agent Agent, as applicable, to the successor Trustee or successor Collateral Agent, as applicable; provided all sums owing to the Trustee or the Collateral Agent Agent, as applicable, hereunder and under any Security Document have been paid and subject to the Lien provided for in Section 7.07 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s obligations under Section 7.07 hereof shall will continue for the benefit of the retiring Trustee or Collateral Agent.
Appears in 2 contracts
Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuer and the Guarantors in writing. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Issuer and the removed Trustee or the Collateral Agent, as applicable, in writing and may appoint a successor Trustee or successor Collateral Agent, as applicable, with the case may beIssuer’s written consent, and the Issuer in writingwhich consent shall not be unreasonably withheld. The Issuer may remove the Trustee or the Collateral Agent at its election if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.10;
(ii2) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian receiver or other public officer takes charge of the Trustee or its property or the Collateral Agent, as the case may be, Agent or its property, as applicable; or
(iv4) the Trustee or the Collateral Agent Agent, as applicable, otherwise becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may beapplicable. Within one year after the If a successor Trustee or successor Xxxxxxxxxx Agent does not take office within 30 days after the retiring Trustee or retiring Collateral Agent takes officeAgent, as applicable, resigns or is removed, the retiring Trustee or retiring Collateral Agent, as applicable, the Issuer or the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition at the expense of the Issuer any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may beapplicable. If the Trustee, after written request by any Holder who has been a Holder for at least six months, Trustee fails to comply with Section 7.10 hereof7.10, such Holder Noteholders holding at least 10% in principal amount of the Notes may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Xxxxxxxxxx Agent shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. ThereuponImmediately following such delivery, the resignation or removal of the retiring Trustee or retiring Collateral Agent shall become effectiveAgent, and the successor Trustee or Collateral Agent shall have all the rightsas applicable, powers and duties of the Trustee or Collateral Agent shall, subject to its rights under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly Section 7.07, transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided , as applicable, the resignation or removal of the retiring Trustee or the retiring Collateral Agent, as applicable, shall become effective, and the successor Trustee or the successor Collateral Agent, as applicable, shall have all sums owing to the rights, powers and duties of the Trustee or the Collateral Agent hereunder have been paid and subject Agent, as applicable, under this Indenture. A successor Trustee or successor Collateral Agent, as applicable, shall mail notice of its succession to the Lien provided for in Section 7.07 hereofeach Noteholder. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s and the Guarantors’ obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or retiring Collateral Agent.
Appears in 2 contracts
Samples: Indenture (Cooper-Standard Holdings Inc.), Indenture (Cooper-Standard Holdings Inc.)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. (1) The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying upon 30 days advance written notice to the Issuer. The Holders holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may beapplicable, and the Issuer in writingupon 30 days advance written notice and may appoint a successor Trustee or Collateral Agent, as applicable. The Issuer may shall remove the Trustee or the Collateral Agent if:
(ia) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.10;
(iib) the Trustee or the Collateral Agent, as the case may be, Agent is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee or the Collateral Agent under any Bankruptcy Law;
(iiic) a custodian receiver or other public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(ivd) the Trustee or the Collateral Agent otherwise becomes incapable of acting. .
(2) If the Trustee or the Collateral Agent resigns or resigns, is removed by the Issuer or by the holders of a majority in aggregate principal amount of the then outstanding Notes and such holders do not reasonably promptly appoint a successor Trustee or successor Collateral Agent, if applicable, or if a vacancy exists in the office of Trustee for any reason (the Trustee in such event being referred to herein as the retiring Trustee) or Collateral Agent (the Collateral Agent in such event being referred to herein as the retiring Collateral Agent) for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent applicable.
(at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. 3) A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, Thereupon the resignation or removal of the retiring Trustee or retiring Collateral Agent Agent, as applicable, shall become effective, and the successor Trustee or successor Collateral Agent Agent, as applicable, shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail send a notice of its succession to Holdersthe holders. The retiring Trustee or the retiring Collateral Agent Agent, as applicable, shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and , as applicable, subject to the Lien provided for in Section 7.07 hereof. 7.07.
(4) If a successor Trustee or successor Collateral Agent does not take office within 60 days after the retiring Trustee or retiring Collateral Agent resigns or is removed, the retiring Trustee or retiring Collateral Agent, as applicable, the Issuer or the holders of at least 10% in aggregate principal amount of the then outstanding Notes may petition at the expense of the Issuer any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent.
(5) If the Trustee fails to comply with Section 7.10, any holder who has been a bona fide holder of a Note for at least six months may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee.
(6) Notwithstanding the replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or retiring Collateral Agent.
Appears in 1 contract
Samples: Indenture (Advantage Solutions Inc.)
Replacement of Trustee or Collateral Agent. (a) A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall will become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. References to the Trustee in this Section 7.08 shall include the Trustee in its role as Collateral Agent.
(b) The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerCompany. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer Company in writing. The Issuer Company may remove the Trustee or the Collateral Agent if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(ii2) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. .
(c) If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall Company will promptly appoint a successor Trustee or a successor Collateral Agent, as the case may beTrustee. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in aggregate principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. Company.
(d) If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense)Trustee, the Issuer Company, or the Holders of at least 10% in aggregate principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. Trustee.
(e) If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. .
(f) A successor Trustee or successor Collateral Agent shall will deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the IssuerCompany. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall will become effective, and the successor Trustee or Collateral Agent shall will have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall will mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall will promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral AgentTrustee; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the IssuerCompany’s obligations under Section 7.07 hereof shall will continue for the benefit of the retiring Trustee or Collateral AgentTrustee.
Appears in 1 contract
Samples: Indenture (Gastar Exploration LTD)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Issuer and the Trustee or the Collateral Agent, as the case applicable, in writing and may beappoint a successor Trustee or successor Collateral Agent, and the Issuer in writingas applicable. The Issuer may shall remove the Trustee or the Collateral Agent if:
(i) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.9;
(ii) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Lawinsolvent;
(iii) a custodian receiver or other public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(iv) the Trustee or the Collateral Agent otherwise becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed by the Issuer or by the Holders of a majority in aggregate principal amount of the Notes and such Holders do not reasonably promptly appoint a successor Trustee or successor Collateral Agent, as applicable, or if a vacancy exists in the office of Trustee for any reason (the Trustee in such event being referred to herein as the retiring Trustee) or Collateral Agent (the Collateral Agent in such event being referred to herein as the retiring Collateral Agent) for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trusteeapplicable. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, Thereupon the resignation or removal of the retiring Trustee or retiring Collateral Agent Agent, as applicable, shall become effective, and the successor Trustee or successor Collateral Agent Agent, as applicable, shall have all the rights, powers and duties of the Trustee or the Collateral Agent Agent, as applicable, under this IndentureIndenture and the Security Documents. The successor Trustee or successor Collateral Agent shall mail deliver a notice of its succession to Holders. The retiring Trustee or retiring Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and , as applicable, subject to the Lien lien provided for in Section 7.07 hereof7.6. All costs reasonably incurred in connection with any resignation or removal hereunder shall be borne by the Issuer. If a successor Trustee or successor Collateral Agent does not take office within 60 days after the retiring Trustee or retiring Collateral Agent resigns or is removed, the retiring Trustee or retiring Collateral Agent, as applicable, or the Holders of at least 10% in aggregate principal amount of the Notes of any series may petition, at the Issuer’s expense, any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent. If the Trustee fails to comply with Section 7.9, unless the Trustee’s duty to resign is stayed, any Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. Notwithstanding the replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.7, the Issuer’s obligations under Section 7.07 hereof 7.6 shall continue for the benefit of the retiring Trustee or retiring Collateral Agent.
Appears in 1 contract
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent Agent, as applicable, shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time upon 30 days’ prior notice to the Company and be discharged from the trust hereby created by so notifying the IssuerCompany. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent at any time by so notifying the Trustee or the Collateral Agent, as the case may beapplicable, and the Issuer Company in writing. The Issuer Company may by Board Resolution remove the Trustee or the Collateral Agent if:
(ia) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(iib) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee or Collateral Agent, as applicable, under any Bankruptcy Law;
(iiic) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(ivd) the Trustee or the Collateral Agent becomes incapable of actingacting as Trustee or Collateral Agent, as applicable, hereunder. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of the Trustee or the Collateral Agent for any reasonreason (the Trustee or Collateral Agent in such event being referred to herein as the retiring Trustee or Collateral Agent), the Issuer Company shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may beapplicable. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the IssuerCompany. If a successor Trustee or a successor Collateral Agent does not take office within 60 30 days after the retiring Trustee or Collateral Agent resigns Agent, as applicable, provides notice of its resignation to the Company or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense)Agent, the Issuer Company, or the Holders of at least 10% in aggregate principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may beapplicable. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the IssuerCompany. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent Agent, as applicable, under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The Subject to the Lien provided for in Section 7.07 hereof, the retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent Agent, as applicable to the successor Trustee or successor Collateral Agent, as applicable; provided provided, however, that all sums owing to the retiring Trustee or the Collateral Agent hereunder shall have been paid and subject to the Lien provided for in Section 7.07 hereofpaid. Notwithstanding replacement of the retiring Trustee or the Collateral Agent pursuant to this Section 7.08, the IssuerCompany’s obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent. In the case of an appointment hereunder of a separate or successor Trustee or Collateral Agent with respect to the Notes, the Company, any retiring Trustee or Collateral Agent and each successor or separate Trustee or Collateral Agent with respect to the Notes shall execute and deliver an Indenture supplemental hereto (1) which shall contain such provisions as shall be deemed necessary or desirable to confirm that all the rights, powers, trusts and duties of any retiring Trustee or Collateral Agent with respect to the Notes as to which any such retiring Trustee or Collateral Agent is not retiring shall continue to be vested in such retiring Trustee or Collateral Agent and (2) that shall add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, it being understood that nothing herein or in such supplemental indenture shall constitute such Trustee co-trustees of the same trust and that each such separate, retiring or successor Trustee shall be Trustee of a trust or trusts hereunder separate and apart from any trust or trusts hereunder administered by any such other Trustee.
Appears in 1 contract
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuer and the Guarantors in writing. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Issuer and the removed Trustee or the Collateral Agent, as applicable, in writing and may appoint a successor Trustee or successor Collateral Agent, as applicable, with the case may beIssuer’s written consent, and the Issuer in writingwhich consent shall not be unreasonably withheld. The Issuer may remove the Trustee or the Collateral Agent at its election if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.10;
(ii2) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian receiver or other public officer takes charge of the Trustee or its property or the Collateral Agent, as the case may be, Agent or its property, as applicable; or
(iv4) the Trustee or the Collateral Agent Agent, as applicable, otherwise becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may beapplicable. Within one year after the If a successor Trustee or successor Collateral Agent takes officedoes not take office within 30 days after the retiring Trustee or retiring Collateral Agent, as applicable, resigns or is removed, the retiring Trustee or retiring Collateral Agent, as applicable, the Issuer or the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition at the expense of the Issuer any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may beapplicable. If the Trustee, after written request by any Holder who has been a Holder for at least six months, Trustee fails to comply with Section 7.10 hereof7.10, such Holder Noteholders holding at least 10% in principal amount of the Notes may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. ThereuponImmediately following such delivery, the resignation or removal of the retiring Trustee or retiring Collateral Agent shall become effectiveAgent, and the successor Trustee or Collateral Agent shall have all the rightsas applicable, powers and duties of the Trustee or Collateral Agent shall, subject to its rights under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly Section 7.07, transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided , as applicable, the resignation or removal of the retiring Trustee or the retiring Collateral Agent, as applicable, shall become effective, and the successor Trustee or the successor Collateral Agent, as applicable, shall have all sums owing to the rights, powers and duties of the Trustee or the Collateral Agent hereunder have been paid and subject Agent, as applicable, under this Indenture. A successor Trustee or successor Collateral Agent, as applicable, shall mail notice of its succession to the Lien provided for in Section 7.07 hereofeach Noteholder. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s and the Guarantors’ obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or retiring Collateral Agent.
Appears in 1 contract
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Issuer and the Trustee or the Collateral Agent, as the case applicable, in writing and may beappoint a successor Trustee or successor Collateral Agent, and the Issuer in writingas applicable. The Issuer may shall remove the Trustee or the Collateral Agent if:
(i) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.9;
(ii) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Lawinsolvent;
(iii) a custodian receiver or other public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(iv) the Trustee or the Collateral Agent otherwise becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed by the Issuer or by the Holders of a majority in aggregate principal amount of the Notes and such Holders do not reasonably promptly appoint a successor Trustee or successor Collateral Agent, as applicable, or if a vacancy exists in the office of Trustee for any reason (the Trustee in such event being referred to herein as the retiring Trustee) or Collateral Agent (the Collateral Agent in such event being referred to herein as the retiring Collateral Agent) for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trusteeapplicable. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, Thereupon the resignation or removal of the retiring Trustee or retiring Collateral Agent Agent, as applicable, shall become effective, and the successor Trustee or successor Collateral Agent Agent, as applicable, shall have all the rights, powers and duties of the Trustee or the Collateral Agent Agent, as applicable, under this IndentureIndenture and the Security Documents. The successor Trustee or successor Collateral Agent shall mail deliver a notice of its succession to Holders. The retiring Trustee or retiring Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and , as applicable, subject to the Lien lien provided for in Section 7.07 hereof7.6. All costs reasonably incurred in connection with any resignation or removal hereunder shall be borne by the Issuer. If a successor Trustee or successor Xxxxxxxxxx Agent does not take office within 60 days after the retiring Trustee or retiring Collateral Agent resigns or is removed, the retiring Trustee or retiring Collateral Agent, as applicable, or the Holders of at least 10% in aggregate principal amount of the Notes may petition, at the Issuer’s expense, any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent. If the Trustee fails to comply with Section 7.9, unless the Trustee’s duty to resign is stayed, any Xxxxxx may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. Notwithstanding the replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.7, the Issuer’s obligations under Section 7.07 hereof 7.6 shall continue for the benefit of the retiring Trustee or retiring Collateral Agent.
Appears in 1 contract
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trusteetrustee’s or successor Collateral Agent’s collateral agent’s, as applicable, acceptance of appointment as provided in this Section 7.087.7. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in principal amount of the then then-outstanding Notes may remove the Trustee or the Collateral Agent by so notifying upon 30 days’ written notice to the Trustee or the Collateral Agent, as the case may beapplicable, and the Issuer in writingIssuer. The Issuer may remove the Trustee or the Collateral Agent ifif no Event of Default exists and:
(i) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(iia) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy LawCode;
(iiib) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(ivc) the Trustee or the Collateral Agent becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of the Trustee or the Collateral Agent for any reason, the Issuer shall promptly appoint a successor Trustee trustee or a successor Collateral Agentcollateral agent, as the case may beapplicable. Within one year after the successor Trustee trustee or successor Collateral Agent collateral agent, as applicable, takes office, the Holders of a majority in principal amount of the then then-outstanding Notes may appoint a successor Trustee trustee or a successor Collateral Agent collateral agent, as applicable, to replace the successor Trustee trustee or successor Collateral Agent collateral agent, as applicable, appointed by the Issuer. If a successor Trustee trustee or a successor Collateral Agent collateral agent, as applicable, does not take office within 60 30 days after the retiring Trustee or retiring Collateral Agent Agent, as applicable, resigns or is removed, the such retiring Trustee or retiring Collateral Agent Agent, as applicable (at the expense of the Issuer’s expense), the Issuer or the Holders of at least 1010.0% in principal amount of the then then-outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee trustee or successor Collateral Agentcollateral agent, as the case may beapplicable. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof7.9, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trusteetrustee. A successor Trustee trustee or successor Collateral Agent collateral agent, as the case may be, shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent successor collateral agent, as the case may be, shall become effective, and the successor Trustee trustee or Collateral Agent successor collateral agent, as the case may be, shall have all the rights, powers and the duties of the Trustee or Collateral Agent Agent, as applicable, under this Indenture. The successor Trustee trustee or successor Collateral Agent collateral agent, as the case may be, shall mail a notice of its succession to the Holders. The retiring Trustee or retiring Collateral Agent Agent, as applicable, shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agentcollateral agent, as the case may be,; provided that all sums owing to the such Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof7.6. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.7, Holdings’, the Issuer’s and the Subsidiary Guarantors’ obligations under Section 7.07 hereof 7.6 shall continue for the benefit of the retiring Trustee or retiring Collateral Agent, as applicable.
Appears in 1 contract
Samples: Indenture (Vertiv Holdings Co)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.087.07. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer in writing. The Issuer may remove the Trustee or the Collateral Agent if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 7.09 hereof;
(ii2) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under the Bankruptcy Code or any Bankruptcy Lawsimilar Federal or state law for the relief of debtors;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 sixty (60) days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 7.06 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.07, the Issuer’s obligations under Section 7.07 7.06 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent.
Appears in 1 contract
Samples: Indenture (Horsehead Holding Corp)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuers. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer Issuers in writing. The Issuer Issuers may remove the Trustee or the Collateral Agent if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.10;
(ii2) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer Issuers shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the IssuerIssuers. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s Issuers’ expense), the Issuer Issuers or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof7.10, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the IssuerIssuers. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof7.07. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s Issuers’ obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent.
Appears in 1 contract
Samples: Indenture (Realogy Holdings Corp.)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or Collateral Agent, as the Collateral Agent case may be, and appointment of a successor Trustee or a successor Collateral Agent Agent, as the case may be, shall become effective only upon the successor Trustee’s 's or successor Collateral Agent’s 's, as the case may be, acceptance of appointment as provided in this Section 7.08Section. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created created, and the Collateral Agent may resign at any time and be discharged of its responsibilities under the Pledge Agreement, by so notifying the IssuerCompany by at least 30 days' advance written notice. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent Agent, as the case may be, by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer Company in writing. The Issuer Company may remove the Trustee or the Collateral Agent Agent, as the case may be, if:
(ia) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.10;
(iib) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee or Collateral Agent, as the case may be, under any Bankruptcy Law;
(iiic) a custodian Custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its propertytheir respective properties; or
(ivd) the Trustee or the Collateral Agent Agent, as the case may be, becomes incapable of acting. If the Trustee or the Collateral Agent Agent, as the case may be, resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent Agent, as the case may be, for any reason, the Issuer Company shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent Agent, as the case may be, takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent Agent, as the case may be, to replace the successor Trustee or successor Collateral Agent Agent, as the case may be, appointed by the IssuerCompany. If a successor Trustee or a successor Collateral Agent Agent, as the case may be, does not take office within 60 days after the retiring Trustee or retiring Collateral Agent Agent, as the case may be, resigns or is removed, the retiring Trustee or retiring Collateral Agent (at Agent, as the Issuer’s expense)case may be, the Issuer Company or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the TrusteeTrustee or Collateral Agent, as the case may be, after written request by any Holder of Notes who has been a Holder of Notes for at least six months, months fails to comply with Section 7.10 hereof7.10, such Holder may of Notes may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee or Collateral Agent, as the case may be, and the appointment of a successor TrusteeTrustee or successor Collateral Agent, as the case may be. The Company shall give or cause to be given notice of each resignation and each removal of the Trustee or Collateral Agent, as the case may be, to all Holders in the manner provided herein. Each notice shall include the name of the successor Trustee or successor Collateral Agent, as the case may be, and the address of its Corporate Trust Office. A successor Trustee or successor Collateral Agent Agent, as the case may be, shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as the case may be, and to the IssuerCompany. Thereupon, the resignation or removal of the retiring Trustee or retiring Collateral Agent Agent, as the case may be, shall become effective, and the successor Trustee or successor Collateral Agent shall Agent, as the case may be, shall, in the case of the Trustee, have all the rights, powers and duties of the Trustee or under this Indenture and shall, in the case of the Collateral Agent, have all the rights, powers and duties of the Collateral Agent under this Indenturethe Pledge Agreement. The successor Trustee or successor Collateral Agent Agent, as the case may be, shall mail a notice of its succession to HoldersHolders of Notes. The retiring Trustee or retiring Collateral Agent Agent, as the case may be, shall promptly transfer all property held by it as Trustee or Collateral Agent Agent, as the case may be, to the successor Trustee or successor Collateral Agent; provided , as the case may be, provided, in the case of the Trustee, all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof7.7. Notwithstanding replacement of the Trustee or Collateral Agent, as the Collateral Agent case may be, pursuant to this Section 7.087.8, the Issuer’s Company' obligations under Section 7.07 7.7 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent, as the case may be. No successor Trustee or successor Collateral Agent, as the case may be, shall accept its appointment unless at the time of such acceptance such successor Trustee or successor Collateral Agent, as the case may be, shall be qualified and eligible under this Article 7.
Appears in 1 contract
Samples: First Supplemental Indenture (Telehub Communications Corp)
Replacement of Trustee or Collateral Agent. (a) A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or the successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. .
(b) The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer in writing. The Issuer may remove the Trustee or the Collateral Agent if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(ii2) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. .
(c) If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of the Trustee or the Collateral Agent for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. .
(d) If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at Agent, the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition petition, at the expense of the Issuer, any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. .
(e) If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof7.10, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. .
(f) A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to the Holders. The retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or the successor Collateral Agent; , provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof7.07. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent.
Appears in 1 contract
Samples: Indenture (Symbion Inc/Tn)
Replacement of Trustee or Collateral Agent. (a) A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall will become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.087.07. A resignation or removal of the Collateral Agent and appointment of a successor Collateral Agent will become effective as provided in this Section 7.07.
(b) The Trustee or the Collateral Agent Agent, as applicable, may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuer in writing not less than 30 days prior to the effective date of such resignation. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent Agent, as applicable by so notifying the Trustee or the Collateral Agent, as the case may be, Agent and the Issuer in writingwriting not less than 30 days prior to the effective date of such removal. The Issuer may remove the Trustee or the Collateral Agent Agent, as applicable, if:
(i) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(ii1) the Trustee or the Collateral Agent, as Agent fails to comply with Section 7.09 hereof;
(2) the case may be, Trustee or the Collateral Agent is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee or the Collateral Agent under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, Agent or its property; or
(iv4) the Trustee or the Collateral Agent Agent, as applicable, becomes incapable of acting. .
(c) If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall will promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or Collateral Agent, as applicable, takes office, in the case of the successor Trustee or successor Collateral Agent takes officeAgent, as applicable, the Holders of a majority in aggregate principal amount of the then outstanding Notes may may, at the Issuer’s expense, appoint a successor Trustee or a successor Collateral Agent Agent, as applicable, to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. .
(d) If a successor Trustee or a successor Collateral Agent Agent, as applicable, does not take office within 60 days after the retiring Trustee or Collateral Agent Agent, as applicable, resigns or is removed, the retiring Trustee or Collateral Agent (at Agent, as applicable, the Issuer’s expense), or in the Issuer case of the successor Trustee or the successor Collateral Agent the Holders of at least 10% in aggregate principal amount of the then outstanding Notes may may, at the Issuer’s expense, petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. applicable: (1) authorized to exercise corporate trust powers, and (2) having a combined capital and surplus of at least $50,000,000.
(e) If the TrusteeTrustee or the Collateral Agent, after written request by any Holder Xxxxxx who has been a Holder for at least six months, fails to comply with Section 7.10 7.09 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee or Collateral Agent, as applicable, and the appointment of a successor Trustee. Trustee or Collateral Agent.
(f) A successor Trustee or successor Collateral Agent shall will deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall will become effective, and the successor Trustee or Collateral Agent shall will have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall will mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall will promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent, as applicable; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 7.06 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.07, the Issuer’s and Guarantors’ obligations under Section 7.07 7.06 hereof shall will continue for the benefit of the retiring Trustee or Collateral Agent.
(g) Upon the retirement or removal of the Trustee or Collateral Agent, the retired or removed Trustee or Collateral Agent shall have no responsibility or liability for any action or inaction of a successor Trustee or Collateral Agent.
Appears in 1 contract
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent Agent, as applicable, shall become effective only upon the successor Trustee’s or successor Collateral Agent’s ’s, as applicable, acceptance of appointment as provided in this Section 7.087.8. The Trustee or the Collateral Agent may resign in writing at any time time, on thirty-one days’ prior notice, and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent Agent, on thirty-one days’ prior notice, by so notifying the Trustee or the Collateral Agent, as the case may beapplicable, and the Issuer in writing. The Issuer may remove the Trustee or the Collateral Agent Agent, on thirty-one days’ prior notice, if:
(ia) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(iib) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee or Collateral Agent, as applicable, under any Bankruptcy Law;
(iiic) a custodian Custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(ivd) the Trustee or the Collateral Agent Agent, as applicable, becomes incapable of acting. If the Trustee or the Collateral Agent Agent, resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent Agent, as applicable, for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may beapplicable. Within one year after the successor Trustee or successor Collateral Agent Agent, as applicable, takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent Agent, as applicable, to replace the successor Trustee or successor Collateral Agent Agent, as applicable, appointed by the Issuer. If a successor Trustee or a successor Collateral Agent Agent, as applicable, does not take office within 60 30 days after the retiring Trustee or Collateral Agent Agent, as applicable, resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense)Agent, as applicable, the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may beapplicable,. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent Agent, as applicable, shall become effective, and the successor Trustee or Collateral Agent Agent, as applicable, shall have all the rights, powers and the duties of the Trustee or Collateral Agent Agent, as applicable, under this Indenture. The successor Trustee or successor Collateral Agent Agent, as applicable, shall mail deliver a notice of its succession to the Holders. The retiring Trustee or Collateral Agent Agent, as applicable, shall promptly transfer all property held by it as Trustee or Collateral Agent Agent, as applicable, to the successor Trustee or successor Collateral Agent; , as applicable, provided that all sums owing to the Trustee or the Collateral Agent Agent, as applicable, hereunder have been paid and subject to the Lien provided for in Section 7.07 7.7 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.8, the Issuer’s obligations under and the Lien provided for in Section 7.07 7.7 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent, as applicable.
Appears in 1 contract
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuers in writing. The Holders of a majority in principal amount of the then outstanding Notes Securities may remove the Trustee or the Collateral Agent by so notifying the removed Trustee or Collateral Agent in writing and may appoint a successor Trustee or Collateral Agent with, so long as no Default or Event of Default has occurred and is continuing, the Collateral AgentIssuers’ written consent, as the case may be, and the Issuer in writingwhich consent will not be unreasonably withheld. The Issuer may Issuers shall remove the Trustee or the Collateral Agent if:
(ia) in the case of the Trustee, the Trustee fails to comply with Section 7.10 6.10 hereof;
(iib) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Lawinsolvent;
(iiic) a custodian receiver or other public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(ivd) the Trustee or the Collateral Agent otherwise becomes incapable of acting. .
(i) If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, is removed by the Issuer shall promptly appoint a successor Trustee Issuers or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, by the Holders of a majority in principal amount of the then outstanding Notes Securities, the Holders may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If and if such Holders do not reasonably promptly appoint a successor Trustee or a successor Collateral Agent does (with, so long as no Default or Event of Default has occurred and is continuing, the Issuers’ written consent, which consent will not take be unreasonably withheld), or (ii) if a vacancy exists in the office within 60 days after of the Trustee or the Collateral Agent for any reason (the Trustee or the Collateral Agent in such event being referred to herein as the retiring Trustee or Collateral Agent resigns or is removed, Agent) and the retiring Holders fail to promptly appoint a successor Trustee or Collateral Agent (at with, so long as no Default or Event of Default has occurred and is continuing, the Issuer’s expenseIssuers’ written consent, which consent will not be unreasonably withheld), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of Issuers shall promptly appoint a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the IssuerIssuers. Thereupon, Thereupon the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and , subject to the Lien lien provided for in Section 7.07 hereof6.7, and execute any documents reasonably requested by the successor Trustee or Collateral Agent or the Required Holders with respect to the Security Documents and the Collateral. If a successor Trustee or Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee, Collateral Agent or the Holders of at least 10% in principal amount of the Securities may petition, at the Issuers’ expense, any court of competent jurisdiction for the appointment of a successor Trustee or Collateral Agent. If the Trustee fails to comply with Section 6.10, unless the Trustee’s duty to resign is stayed as provided in TIA § 310(b), any Holder, who has been a bona fide holder of a Security for at least six months, may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. Notwithstanding the replacement of the Trustee or the Collateral Agent pursuant to this Section 7.086.8, the Issuer’s Issuers’ obligations under Section 7.07 hereof 6.7 shall continue for the benefit of the retiring Trustee or Collateral AgentTrustee.
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Samples: Indenture (FRNK Technology Group)
Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Xxxxxxxxxx Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerIssuers. The Holders of a majority in principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer Issuers in writing. The Issuer Issuers may remove the Trustee or the Collateral Agent if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.10;
(ii2) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer Issuers shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Xxxxxxxxxx Agent appointed by the IssuerIssuers. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s Issuers’ expense), the Issuer Issuers or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof7.10, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the IssuerIssuers. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall become effective, and the successor Trustee or Collateral Agent shall have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof7.07. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the Issuer’s Issuers’ obligations under Section 7.07 hereof shall continue for the benefit of the retiring Trustee or Collateral Agent.
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Replacement of Trustee or Collateral Agent. (a) A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall will become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. References to the Trustee in this Section 7.08 shall include the Trustee in its role as Collateral Agent.
(b) The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the IssuerCompany. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Trustee or the Collateral Agent, as the case may be, and the Issuer Company in writing. The Issuer Company may remove the Trustee or the Collateral Agent if:
(i1) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof;
(ii2) the Trustee or the Collateral Agent, as the case may be, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Law;
(iii3) a custodian or public officer takes charge of the Trustee or the Collateral Agent, as the case may be, or its property; or
(iv4) the Trustee or the Collateral Agent becomes incapable of acting. .
(c) If the Trustee or the Collateral Agent resigns or is removed or if a vacancy exists in the office of Trustee or the Collateral Agent for any reason, the Issuer shall Company will promptly appoint a successor Trustee or a successor Collateral Agent, as the case may beTrustee. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in aggregate principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. Company.
(d) If a successor Trustee or a successor Collateral Agent does not take office within 60 30 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense)Trustee, the Issuer Company, or the Holders of at least 10% in aggregate principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. Trustee.
(e) If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. .
(f) A successor Trustee or successor Collateral Agent shall will deliver a written acceptance of its appointment to the retiring Trustee or Collateral Agent and to the IssuerCompany. Thereupon, the resignation or removal of the retiring Trustee or Collateral Agent shall will become effective, and the successor Trustee or Collateral Agent shall will have all the rights, powers and duties of the Trustee or Collateral Agent under this Indenture. The successor Trustee or successor Collateral Agent shall will mail a notice of its succession to Holders. The retiring Trustee or Collateral Agent shall will promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral AgentTrustee; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and subject to the Lien provided for in Section 7.07 hereof. Notwithstanding replacement of the Trustee or the Collateral Agent pursuant to this Section 7.08, the IssuerCompany’s obligations under Section 7.07 hereof shall will continue for the benefit of the retiring Trustee or Collateral AgentTrustee.
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Replacement of Trustee or Collateral Agent. A resignation or removal of the Trustee or the Collateral Agent and appointment of a successor Trustee or a successor Collateral Agent shall become effective only upon the successor Trustee’s or successor Collateral Agent’s acceptance of appointment as provided in this Section 7.08. The Trustee or the Collateral Agent may resign in writing at any time and be discharged from the trust hereby created by so notifying the Issuer. The Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Trustee or the Collateral Agent by so notifying the Issuer and the Trustee or the Collateral Agent, as the case applicable, in writing and may beappoint a successor Trustee or successor Collateral Agent, and the Issuer in writingas applicable. The Issuer may shall remove the Trustee or the Collateral Agent if:
(i) in the case of the Trustee, the Trustee fails to comply with Section 7.10 hereof7.9;
(ii) the Trustee or the Collateral Agent, as the case may beapplicable, is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Trustee under any Bankruptcy Lawinsolvent;
(iii) a custodian receiver or other public officer takes charge of the Trustee or the Collateral Agent, as the case may beapplicable, or its property; or
(iv) the Trustee or the Collateral Agent otherwise becomes incapable of acting. If the Trustee or the Collateral Agent resigns or is removed by the Issuer or by the Holders of a majority in aggregate principal amount of the Notes and such Holders do not reasonably promptly appoint a successor Trustee or successor Collateral Agent, as applicable, or if a vacancy exists in the office of Trustee for any reason (the Trustee in such event being referred to herein as the retiring Trustee) or Collateral Agent (the Collateral Agent in such event being referred to herein as the retiring Collateral Agent) for any reason, the Issuer shall promptly appoint a successor Trustee or a successor Collateral Agent, as the case may be. Within one year after the successor Trustee or successor Collateral Agent takes office, the Holders of a majority in principal amount of the then outstanding Notes may appoint a successor Trustee or a successor Collateral Agent to replace the successor Trustee or successor Collateral Agent appointed by the Issuer. If a successor Trustee or a successor Collateral Agent does not take office within 60 days after the retiring Trustee or Collateral Agent resigns or is removed, the retiring Trustee or Collateral Agent (at the Issuer’s expense), the Issuer or the Holders of at least 10% in principal amount of the then outstanding Notes may petition any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent, as the case may be. If the Trustee, after written request by any Holder who has been a Holder for at least six months, fails to comply with Section 7.10 hereof, such Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trusteeapplicable. A successor Trustee or successor Collateral Agent shall deliver a written acceptance of its appointment to the retiring Trustee or retiring Collateral Agent Agent, as applicable, and to the Issuer. Thereupon, Thereupon the resignation or removal of the retiring Trustee or retiring Collateral Agent Agent, as applicable, shall become effective, and the successor Trustee or successor Collateral Agent Agent, as applicable, shall have all the rights, powers and duties of the Trustee or the Collateral Agent Agent, as applicable, under this IndentureIndenture and the Security Documents. The successor Trustee or successor Collateral Agent shall mail deliver a notice of its succession to Holders. The retiring Trustee or retiring Collateral Agent shall promptly transfer all property held by it as Trustee or Collateral Agent to the successor Trustee or successor Collateral Agent; provided all sums owing to the Trustee or the Collateral Agent hereunder have been paid and , as applicable, subject to the Lien lien provided for in Section 7.07 hereof7.6. All costs reasonably incurred in connection with any resignation or removal hereunder shall be borne by the Issuer. If a successor Trustee or successor Collateral Agent does not take office within 60 days after the retiring Trustee or retiring Collateral Agent resigns or is removed, the retiring Trustee or retiring Collateral Agent, as applicable, or the Holders of at least 10% in aggregate principal amount of the Notes may petition, at the Issuer’s expense, any court of competent jurisdiction for the appointment of a successor Trustee or successor Collateral Agent. If the Trustee fails to comply with Section 7.9, unless the Trustee’s duty to resign is stayed, any Holder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. Notwithstanding the replacement of the Trustee or the Collateral Agent pursuant to this Section 7.087.7, the Issuer’s obligations under Section 7.07 hereof 7.6 shall continue for the benefit of the retiring Trustee or retiring Collateral Agent.
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