Common use of Resignation and Removal of Agent Clause in Contracts

Resignation and Removal of Agent. The Agent may resign as Agent upon ten days' notice to the Lenders for any reason, and the Agent may be removed at the unanimous election of all of the Lenders (other than the Lender that is also the Agent) in the event of the Agent's gross negligence or willful misconduct in the performance of its duties hereunder and under the other Loan Documents. If the Agent shall resign or be removed as Agent under this Agreement, then the Lenders shall appoint from among the Lenders (other than the Lender who shall have resigned or shall have been removed) a successor agent for the Lenders, which successor agent shall be approved by the Borrower (which approval shall not be unreasonably withheld), whereupon such successor agent shall succeed to the rights, powers and duties of the Agent, and the term "Agent" shall mean such successor agent effective upon its appointment, and the former Agent's rights, powers and duties as Agent shall be terminated, without any other or further act or deed on the part of such former Agent or any of the parties to this Agreement. After the retiring Agent's resignation or removal hereunder as Agent, the provisions of this Section 11 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent under this Agreement.

Resignation and Removal of Agent. (a) The Agent may resign on 90 days’ prior written notice (or such shorter period as Agent upon ten days' notice may be agreed to by the Majority Holders and the Agent) to the Lenders for any reason, Securityholders’ and the Agent may be removed for or without cause at any time by the unanimous election of all of the Lenders (other than the Lender that is also the Agent) in Majority Holders. In the event of any resignation or removal, the Majority Holders shall have the right to appoint a successor Agent's gross negligence , but, if the Majority Holders have not appointed a successor Agent within 60 days after the retiring Agent’s giving of notice of resignation or willful misconduct in its removal, the performance retiring Agent shall, at the expense of its duties the Securityholders (on a Pro Rata Basis), on behalf of the Securityholders either appoint a successor Agent or apply to the appropriate court to make such appointment. Upon the acceptance of any appointment as an Agent hereunder by a successor, to be evidenced by the successor Agent’s execution and under delivery to the other Loan Documents. If the parties hereto of a counterpart of this Agreement and a Joinder Agreement, such successor Agent shall resign or be removed as Agent under this Agreement, then the Lenders shall appoint from among the Lenders (other than the Lender who shall have resigned or shall have been removed) a successor agent for the Lenders, which successor agent shall be approved by the Borrower (which approval shall not be unreasonably withheld), whereupon such successor agent shall thereupon succeed to and become vested with all the rights, powers powers, privileges, duties and duties obligations of the retiring Agent, and the term "Agent" shall mean such successor agent effective upon its appointment, and the former Agent's rights, powers and duties as retiring Agent shall be terminateddischarged from any further duties and obligations as Agent, without any other or further act or deed on the part of such former Agent or any of the parties to as appropriate, under this Agreement. After The obligations of the Majority Holders pursuant to this Agreement shall survive any such removal or resignation in favor of the retiring Agent's resignation or removal hereunder Agent in respect of any matter arising during its tenure as Agent, the provisions of this Section 11 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent under this Agreement.

Resignation and Removal of Agent. (a) The Agent may resign on 90 days’ prior written notice (or such shorter period as Agent upon ten days' notice may be agreed to by the Majority Holders, the Creditor and the Agent) to the Lenders for any reason, Securityholders’ and the Agent may be removed for or without cause at any time by the unanimous election of all of Majority Holders and the Lenders (other than the Lender that is also the Agent) in Creditor. In the event of any resignation or removal, the Majority Holders and the Creditor shall have the right to appoint a successor Agent's gross negligence , but, if the Majority Holders and the Creditor have not appointed a successor Agent within 60 days after the retiring Agent’s giving of notice of resignation or willful misconduct in its removal, the performance retiring Agent shall, at the expense of its duties the Securityholders (on a Pro Rata Basis), on behalf of the Securityholders either appoint a successor Agent or apply to the appropriate court to make such appointment. Upon the acceptance of any appointment as an Agent hereunder by a successor, to be evidenced by the successor Agent’s execution and under delivery to the other Loan Documents. If the parties hereto of a counterpart of this Agreement and a Joinder Agreement, such successor Agent shall resign or be removed as Agent under this Agreement, then the Lenders shall appoint from among the Lenders (other than the Lender who shall have resigned or shall have been removed) a successor agent for the Lenders, which successor agent shall be approved by the Borrower (which approval shall not be unreasonably withheld), whereupon such successor agent shall thereupon succeed to and become vested with all the rights, powers powers, privileges, duties and duties obligations of the retiring Agent, and the term "Agent" shall mean such successor agent effective upon its appointment, and the former Agent's rights, powers and duties as retiring Agent shall be terminateddischarged from any further duties and obligations as Agent, without any other or further act or deed on the part of such former Agent or any of the parties to as appropriate, under this Agreement. After The obligations of the Majority Holders and the Creditor pursuant to this Agreement shall survive any such removal or resignation in favor of the retiring Agent's resignation or removal hereunder Agent in respect of any matter arising during its tenure as Agent, the provisions of this Section 11 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent under this Agreement.

Resignation and Removal of Agent. (a) The Agent may resign on 90 days’ prior written notice (or such shorter period as Agent upon ten days' notice may be agreed to by the Majority Holders and the Agent) to the Lenders for any reason, SafeCoat Shareholders’ and the Agent may be removed for or without cause at any time by the unanimous election of all of the Lenders (other than the Lender that is also the Agent) in Majority Holders. In the event of any resignation or removal, the Majority Holders shall have the right to appoint a successor Agent's gross negligence , but, if the Majority Holders have not appointed a successor Agent within 60 days after the retiring Agent’s giving of notice of resignation or willful misconduct in its removal, the performance retiring Agent shall, at the expense of its duties the SafeCoat Shareholders (on a pro rata basis), on behalf of the SafeCoat Shareholders either appoint a successor Agent or apply to the appropriate court to make such appointment. Upon the acceptance of any appointment as an Agent hereunder by a successor, to be evidenced by the successor Agent’s execution and under delivery to the other Loan Documents. If the parties hereto of a counterpart of this Agreement and a Joinder Agreement, such successor Agent shall resign or be removed as Agent under this Agreement, then the Lenders shall appoint from among the Lenders (other than the Lender who shall have resigned or shall have been removed) a successor agent for the Lenders, which successor agent shall be approved by the Borrower (which approval shall not be unreasonably withheld), whereupon such successor agent shall thereupon succeed to and become vested with all the rights, powers powers, privileges, duties and duties obligations of the retiring Agent, and the term "Agent" shall mean such successor agent effective upon its appointment, and the former Agent's rights, powers and duties as retiring Agent shall be terminateddischarged from any further duties and obligations as Agent, without any other or further act or deed on the part of such former Agent or any of the parties to as appropriate, under this Agreement. After The obligations of the Majority Holders pursuant to this Agreement shall survive any such removal or resignation in favor of the retiring Agent's resignation or removal hereunder Agent in respect of any matter arising during its tenure as Agent, the provisions of this Section 11 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent under this Agreement.