Common use of Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent Clause in Contracts

Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent. (a) No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent, pursuant to this Article 16 shall become effective until the acceptance of appointment by such successor Loan Agent under Section 16.18(e). (b) The Loan Agent may resign at any time by giving written notice thereof to the Collateral Agent, Issuer, the Servicer, the Debtholders, the Note Administrator and the Trustee. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Loan Agent, as the case may be, by written instrument, in duplicate, executed by an Authorized Officer of the Issuer, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the successor Loan Agent, together with a copy to each Holder, the Servicer and the parties hereto; provided that such successor Loan Agent shall be appointed only upon the written consent of the Class A Lender or, at any time when an Event of Default shall have occurred and be continuing or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of the Class A Lender. If no successor Loan Agent shall have been appointed and an instrument of acceptance by a successor Loan Agent shall not have been delivered to the within thirty (30) days after the giving of such notice of resignation, the resigning Loan Agent, the Class A Lender, on behalf of himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent, as the case may be, at the expense of the Issuer. No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent will become effective until the acceptance of appointment by the successor Loan Agent, as applicable. (c) The Loan Agent may be removed at any time upon thirty (30) days’ notice by Act of a Supermajority of the Debt or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of Class A Lender, in each case, upon written notice delivered to the parties hereto. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 16.17 and shall fail to resign after written request therefor by the Issuer or by any Holder; or (ii) the Loan Agent shall become incapable of acting or there shall be instituted any proceeding pursuant to which it could be adjudged as bankrupt or insolvent or a receiver or liquidator of a Loan Agent or of its respective property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its respective property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case (subject to Section 16.18(a)), (a) the Issuer, by Issuer Order, may remove the Loan Agent, or (b) subject to Section 5.15, the Class A Lender may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor thereto. (e) If the Loan Agent shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of the Loan Agent for any reason, the Issuer, by Issuer Order, shall promptly appoint a successor Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as the case may be. If the Issuer fails to appoint a successor Loan Agent within thirty (30) days after such resignation, removal or incapability or the occurrence of such vacancy, a successor Loan Agent may be appointed by Act of the Class A Lender delivered to the Servicer and the parties hereto, including the retiring Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as applicable, and supersede any successor Loan Agent proposed by the Issuer. If no successor Loan Agent shall have been so appointed by the Issuer or the Class A Lender and shall have accepted appointment in the manner hereinafter provided, subject to Section 5.15, the Class A Lender, on behalf of itself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent. (f) The Issuer shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a successor Loan Agent by mailing written notice of such event by first class mail, postage prepaid, to the Servicer, the parties hereto, and to the Holders of the Debt as their names and addresses appear in the Class A Loan Register or the Notes Register, as applicable. Each notice shall include the name of the successor Loan Agent, and the address of its Corporate Trust Office. If the Issuer fails to mail such notice within ten (10) days after acceptance of appointment by the successor Loan Agent, the successor Loan Agent shall cause such notice to be given at the expense of the Issuer. The resignation or removal of a Loan Agent in any capacity in which it is serving hereunder shall be deemed a resignation or removal, as applicable, in each of the other capacities in which it serves hereunder.

Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent. (a) No resignation or removal of the Loan Agent and no appointment of a successor loan agent (a "Successor Loan Agent, ") pursuant to this Article 16 shall become effective until the acceptance of appointment by such successor the Successor Loan Agent under this Section 16.18(e)7.11. The indemnification in favor of the Loan Agent in Section 7.9 hereof shall survive any resignation or removal of the Loan Agent. If at any time the Bank shall resign or be removed as Loan Agent under this Class B Credit Agreement, such resignation or removal shall not be deemed to be a resignation or removal of the Bank as Collateral Trustee hereunder. (b) The Loan Agent may resign at any time by giving providing not less than 30 Business Days' written notice thereof to the Collateral Agent, IssuerBorrower, the ServicerAsset Manager, the Debtholders, the Note Administrator Lenders and the Trustee. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Loan Agent, as the case may be, by written instrument, in duplicate, executed by an Authorized Officer each of the Issuer, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the successor Loan Agent, together with a copy to each Holder, the Servicer and the parties hereto; provided that such successor Loan Agent shall be appointed only upon the written consent of the Class A Lender or, at any time when an Event of Default shall have occurred and be continuing or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of the Class A Lender. If no successor Loan Agent shall have been appointed and an instrument of acceptance by a successor Loan Agent shall not have been delivered to the within thirty (30) days after the giving of such notice of resignation, the resigning Loan Agent, the Class A Lender, on behalf of himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent, as the case may be, at the expense of the Issuer. No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent will become effective until the acceptance of appointment by the successor Loan Agent, as applicableRating Agencies. (c) The Loan Agent may be removed at any time upon thirty (30) days’ 30 Business Days' prior notice by Act of a Supermajority Majority of the Debt Lenders, or may be removed at any time when a successor Loan Agent has been appointed pursuant to Section 16.18(e)an Event of Default shall have occurred and be continuing, by Act of Class A Lendera Majority of the Lenders, in each case, upon written notice delivered to the parties heretoLoan Agent and to the Borrower. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 16.17 an Eligible Institution and shall fail to resign after written request therefor by the Issuer Borrower or by any HolderLender; or (ii) the Loan Agent shall become incapable of acting or there shall be instituted any proceeding pursuant to which it could be adjudged as bankrupt or insolvent or a receiver or liquidator of a the Loan Agent or of its respective property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its respective property or affairs for the purpose of rehabilitation, conservation or liquidation; then, Then, in any such case (case, subject to Section 16.18(a)7.11(a), (aA) the IssuerBorrower, by Issuer a Borrower Order, may remove the Loan Agent, or (bB) subject to Section 5.155.15 of the Indenture, the Class A any Lender may, on behalf of himself itself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor theretoSuccessor Loan Agent. (e) If Upon (i) receiving any notice of resignation of the Loan Agent, (ii) any determination that the Loan Agent shall resign, be removed or become incapable of actingremoved, or if a (iii) any vacancy shall occur in the office position of Loan Agent, then the Loan Agent for any reason, the Issuer, by Issuer Order, Borrower shall promptly appoint a successor Successor Loan AgentAgent or Loan Agents by written instrument, and in duplicate, executed by an Authorized Officer of the successor Borrower, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the Successor Loan Agent or Loan Agents; provided, that such Successor Loan Agent shall be appointed shall, forthwith only upon its acceptance the written consent of such appointment, become a Majority of the successor Loan Agent, as the case may beControlling Class and be an Eligible Institution. If the Issuer fails Borrower shall fail to appoint a successor Successor Loan Agent within thirty (30) 30 days after such notice of resignation, determination of removal or incapability or the occurrence of such a vacancy, a successor Successor Loan Agent may be appointed by Act of a Majority of the Class A Lender delivered to the Servicer and the parties hereto, including the retiring Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as applicable, and supersede any successor Loan Agent proposed by the IssuerControlling Class. If no successor Successor Loan Agent shall have been so appointed and an instrument of acceptance by a Successor Loan Agent shall not have been delivered to the Issuer Loan Agent within 60 days after the giving of such notice of resignation, determination of removal or the Class A Lender and shall have accepted appointment in occurrence of a vacancy, then the manner hereinafter providedLoan Agent to be replaced, subject to Section 5.15, the Class A or any Lender, on behalf of itself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Successor Loan Agent. Notwithstanding the foregoing, at any time that an Event of Default shall have occurred and be continuing, a Majority of the Controlling Class shall have in lieu of the Borrower’s rights to appoint a Successor Loan Agent, such rights to be exercised by notice delivered to the Borrower and the retiring Loan Agent. Any Successor Loan Agent shall, forthwith upon its acceptance of such appointment in accordance with Section 7.12, become the Successor Loan Agent and supersede any Successor Loan Agent. (f) The Issuer Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a successor Successor Loan Agent by mailing written notice of such event by first class mail, postage prepaid, to the Servicer, Rating Agency and the parties hereto, and to the Holders of the Debt as their names and addresses appear in the Class A Loan Register or the Notes Register, as applicableLenders. Each notice shall include the name of the successor Successor Loan Agent, Agent and the address of its Corporate Trust Office. If the Issuer Borrower fails to mail any such notice within ten (10) days after acceptance of appointment by the successor Successor Loan Agent, the successor Successor Loan Agent shall cause such notice to be given at the expense of the IssuerBorrower. The rights of the Loan Agent to compensation and reimbursement (including indemnification, subject to the terms of the Fee Letter) under Section 6.7 of the Indenture with respect to the period during which it served as loan agent shall survive the resignation or removal of a the Loan Agent in any capacity in which it is serving hereunder shall be deemed and the appointment of a resignation or removal, as applicable, in each of the other capacities in which it serves hereundersuccessor.

Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent. (a) No resignation or removal of the Loan Agent and no appointment of a successor loan agent (a "Successor Loan Agent, ") pursuant to this Article 16 shall become effective until the acceptance of appointment by such successor the Successor Loan Agent under this Section 16.18(e)7.11. The indemnification in favor of the Loan Agent in Section 7.9 hereof shall survive any resignation or removal of the Loan Agent. If at any time the Bank shall resign or be removed as Loan Agent under this Class A Credit Agreement, such resignation or removal shall not be deemed to be a resignation or removal of the Bank as Collateral Trustee hereunder. (b) The Loan Agent may resign at any time by giving providing not less than 30 Business Days' written notice thereof to the Collateral Agent, IssuerBorrower, the ServicerAsset Manager, the Debtholders, the Note Administrator Lenders and the Trustee. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Loan Agent, as the case may be, by written instrument, in duplicate, executed by an Authorized Officer each of the Issuer, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the successor Loan Agent, together with a copy to each Holder, the Servicer and the parties hereto; provided that such successor Loan Agent shall be appointed only upon the written consent of the Class A Lender or, at any time when an Event of Default shall have occurred and be continuing or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of the Class A Lender. If no successor Loan Agent shall have been appointed and an instrument of acceptance by a successor Loan Agent shall not have been delivered to the within thirty (30) days after the giving of such notice of resignation, the resigning Loan Agent, the Class A Lender, on behalf of himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent, as the case may be, at the expense of the Issuer. No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent will become effective until the acceptance of appointment by the successor Loan Agent, as applicableRating Agencies. (c) The Loan Agent may be removed at any time upon thirty (30) days’ 30 Business Days' prior notice by Act of a Supermajority Majority of the Debt Lenders, or may be removed at any time when a successor Loan Agent has been appointed pursuant to Section 16.18(e)an Event of Default shall have occurred and be continuing, by Act of Class A Lendera Majority of the Lenders, in each case, upon written notice delivered to the parties heretoLoan Agent and to the Borrower. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 16.17 an Eligible Institution and shall fail to resign after written request therefor by the Issuer Borrower or by any HolderLender; or (ii) the Loan Agent shall become incapable of acting or there shall be instituted any proceeding pursuant to which it could be adjudged as bankrupt or insolvent or a receiver or liquidator of a the Loan Agent or of its respective property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its respective property or affairs for the purpose of rehabilitation, conservation or liquidation; then, Then, in any such case (case, subject to Section 16.18(a)7.11(a), (aA) the IssuerBorrower, by Issuer a Borrower Order, may remove the Loan Agent, or (bB) subject to Section 5.155.15 of the Indenture, the Class A any Lender may, on behalf of himself itself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor theretoSuccessor Loan Agent. (e) If Upon (i) receiving any notice of resignation of the Loan Agent, (ii) any determination that the Loan Agent shall resign, be removed or become incapable of actingremoved, or if a (iii) any vacancy shall occur in the office position of Loan Agent, then the Loan Agent for any reason, the Issuer, by Issuer Order, Borrower shall promptly appoint a successor Successor Loan AgentAgent or Loan Agents by written instrument, and in duplicate, executed by an Authorized Officer of the successor Borrower, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the Successor Loan Agent or Loan Agents; provided, that such Successor Loan Agent shall be appointed shall, forthwith only upon its acceptance the written consent of such appointment, become a Majority of the successor Loan Agent, as the case may beControlling Class and be an Eligible Institution. If the Issuer fails Borrower shall fail to appoint a successor Successor Loan Agent within thirty (30) 30 days after such notice of resignation, determination of removal or incapability or the occurrence of such a vacancy, a successor Successor Loan Agent may be appointed by Act of a Majority of the Class A Lender delivered to the Servicer and the parties hereto, including the retiring Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as applicable, and supersede any successor Loan Agent proposed by the IssuerControlling Class. If no successor Successor Loan Agent shall have been so appointed and an instrument of acceptance by a Successor Loan Agent shall not have been delivered to the Issuer Loan Agent within 60 days after the giving of such notice of resignation, determination of removal or the Class A Lender and shall have accepted appointment in occurrence of a vacancy, then the manner hereinafter providedLoan Agent to be replaced, subject to Section 5.15, the Class A or any Lender, on behalf of itself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Successor Loan Agent. Notwithstanding the foregoing, at any time that an Event of Default shall have occurred and be continuing, a Majority of the Controlling Class shall have in lieu of the Borrower’s rights to appoint a Successor Loan Agent, such rights to be exercised by notice delivered to the Borrower and the retiring Loan Agent. Any Successor Loan Agent shall, forthwith upon its acceptance of such appointment in accordance with Section 7.12, become the Successor Loan Agent and supersede any Successor Loan Agent. (f) The Issuer Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a successor Successor Loan Agent by mailing written notice of such event by first class mail, postage prepaid, to the Servicer, Rating Agency and the parties hereto, and to the Holders of the Debt as their names and addresses appear in the Class A Loan Register or the Notes Register, as applicableLenders. Each notice shall include the name of the successor Successor Loan Agent, Agent and the address of its Corporate Trust Office. If the Issuer Borrower fails to mail any such notice within ten (10) days after acceptance of appointment by the successor Successor Loan Agent, the successor Successor Loan Agent shall cause such notice to be given at the expense of the IssuerBorrower. The rights of the Loan Agent to compensation and reimbursement (including indemnification, subject to the terms of the Fee Letter) under Section 6.7 of the Indenture with respect to the period during which it served as loan agent shall survive the resignation or removal of a the Loan Agent in any capacity in which it is serving hereunder shall be deemed and the appointment of a resignation or removal, as applicable, in each of the other capacities in which it serves hereundersuccessor.

Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent. (a) No resignation or removal of the Loan Agent and no appointment of a successor loan agent (a "Successor Loan Agent, ") pursuant to this Article 16 shall become effective until the acceptance of appointment by such successor the Successor Loan Agent under this Section 16.18(e)7.11. The indemnification in favor of the Loan Agent in Section 7.9 hereof shall survive any resignation or removal. (b) The Loan Agent may resign at any time by giving written notice thereof to each of the Co-Borrowers, the Collateral Agent, IssuerTrustee, the ServicerCollateral Manager, the Debtholders, the Note Administrator each Lender and the TrusteeRating Agency not less than 30 days prior to such resignation. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Loan Agent, as the case may be, by written instrument, in duplicate, executed by an Authorized Officer of the Issuer, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the successor Loan Agent, together with a copy to each Holder, the Servicer and the parties hereto; provided that such successor Loan Agent shall be appointed only upon the written consent of the Class A Lender or, at any time when an Event of Default shall have occurred and be continuing or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of the Class A Lender. If no successor Loan Agent shall have been appointed and an instrument of acceptance by a successor Loan Agent shall not have been delivered to the within thirty (30) days after the giving of such notice of resignation, the resigning Loan Agent, the Class A Lender, on behalf of himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent, as the case may be, at the expense of the Issuer. No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent will become effective until the acceptance of appointment by the successor Loan Agent, as applicable. (c) The Loan Agent may be removed at any time upon thirty (30) days’ notice by Act of a Supermajority of the Debt or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of Class A Lender, in each case, upon written notice delivered to the parties hereto. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 16.17 and shall fail to resign after written request therefor by the Issuer or by any Holder; or (ii) the Loan Agent shall become incapable of acting or there shall be instituted any proceeding pursuant to which it could be adjudged as bankrupt or insolvent or a receiver or liquidator of a Loan Agent or of its respective property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its respective property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case (subject to Section 16.18(a)), (a) the Issuer, by Issuer Order, may remove the Loan Agent, or (b) subject to Section 5.15, the Class A Lender may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor thereto. (e) If the Loan Agent shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of the Loan Agent for any reason, the Issuer, by Issuer Order, Borrower shall promptly appoint a successor Successor Loan Agent by Xxxxxxxx Order, one copy of which shall be delivered to the Loan Agent, the Collateral Trustee, the Successor Loan Agent, each Lender and the successor Collateral Manager; provided, that such Successor Loan Agent shall be appointed unless a Majority of the Controlling Class or a Majority of the Subordinated Notes has objected to such appointment within 60 days after notice thereof; in such event, or if the Borrower shall fail to appoint a Successor Loan Agent within 60 days after such resignation, removal or incapability or the occurrence of such vacancy, or at any time when an Event of Default shall have occurred and be continuing, a Successor Loan Agent may be appointed by a Majority of the Controlling Class or a Majority of the Subordinated Notes delivered to the Borrower, the Collateral Trustee and the Loan Agent. The Successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as the case may be. If the Issuer fails to appoint a successor Successor Loan Agent within thirty (30) days after such resignation, removal or incapability or the occurrence of such vacancy, a successor Loan Agent may be appointed by Act of the Class A Lender delivered to the Servicer and the parties hereto, including the retiring Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as applicable, and supersede any successor Successor Loan Agent proposed by the IssuerBorrower. If no successor Successor Loan Agent shall have been so appointed and an instrument of acceptance by a Successor Loan Agent shall not have been delivered to the Issuer or Loan Agent and the Class A Lender and shall have accepted appointment in Collateral Trustee within 90 days after the manner hereinafter provided, subject to Section 5.15giving of such notice of resignation, the Class A resigning Loan Agent, or any Lender, on behalf of itself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Successor Loan Agent satisfying the requirements of Section 7.10 herein. (c) The Loan Agent may be removed at any time by a Majority of the Controlling Class or the Collateral Manager at any time, or may be removed at any time when an Event of Default shall have occurred and be continuing by a Majority of the Controlling Class. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 7.10 hereof and shall fail to resign after request therefor by the Borrower or by a Majority of the Controlling Class; or (ii) the Loan Agent shall become incapable of acting or shall be adjudged as bankrupt or insolvent or a receiver or liquidator of the Loan Agent or of its property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, Then, in any such case (A) the Borrower, by a Borrower Order, may remove the Loan Agent, or (B) any Lender may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a Successor Loan Agent. (fe) The Issuer Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a successor Successor Loan Agent by mailing written notice of such event by first class mail, postage prepaid, to the Servicereach Rating Agency, the parties hereto, Collateral Trustee and to the Holders of the Debt as their names and addresses appear in the Class A Loan Register or the Notes Register, as applicableeach Lender. Each Such notice shall include the name of the successor Successor Loan Agent, Agent and the address of its Corporate Trust Office. If the Issuer Borrower fails to mail provide such notice within ten (10) 10 days after acceptance of appointment by the successor Successor Loan Agent, the successor Successor Loan Agent shall cause such notice to be given at the expense of the Issuer. Borrower. (f) The resignation or removal of a the Collateral Trustee pursuant to the Indenture shall constitute the resignation or removal of the Loan Agent in any capacity in which it under this Agreement. The same Person that is serving hereunder shall be deemed a resignation or removal, appointed as applicable, in each successor trustee pursuant to Section 6.9 of the other capacities in which it serves Indenture shall also be the successor Loan Agent and Collateral Trustee hereunder.

Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent. (a) No resignation or removal of the Loan Agent and no appointment of a successor loan agent (a "Successor Loan Agent, ") pursuant to this Article 16 shall become effective until the acceptance of appointment by such successor the Successor Loan Agent under this Section 16.18(e)7.11. The indemnification in favor of the Loan Agent in Section 7.9 hereof shall survive any resignation or removal. (b) The Loan Agent may resign at any time by giving written notice thereof to each of the Co-Borrowers, the Collateral Agent, IssuerTrustee, the ServicerCollateral Manager, the Debtholders, the Note Administrator each Lender and the TrusteeRating Agency not less than 30 days prior to such resignation. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Loan Agent, as the case may be, by written instrument, in duplicate, executed by an Authorized Officer of the Issuer, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the successor Loan Agent, together with a copy to each Holder, the Servicer and the parties hereto; provided that such successor Loan Agent shall be appointed only upon the written consent of the Class A Lender or, at any time when an Event of Default shall have occurred and be continuing or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of the Class A Lender. If no successor Loan Agent shall have been appointed and an instrument of acceptance by a successor Loan Agent shall not have been delivered to the within thirty (30) days after the giving of such notice of resignation, the resigning Loan Agent, the Class A Lender, on behalf of himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent, as the case may be, at the expense of the Issuer. No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent will become effective until the acceptance of appointment by the successor Loan Agent, as applicable. (c) The Loan Agent may be removed at any time upon thirty (30) days’ notice by Act of a Supermajority of the Debt or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of Class A Lender, in each case, upon written notice delivered to the parties hereto. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 16.17 and shall fail to resign after written request therefor by the Issuer or by any Holder; or (ii) the Loan Agent shall become incapable of acting or there shall be instituted any proceeding pursuant to which it could be adjudged as bankrupt or insolvent or a receiver or liquidator of a Loan Agent or of its respective property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its respective property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case (subject to Section 16.18(a)), (a) the Issuer, by Issuer Order, may remove the Loan Agent, or (b) subject to Section 5.15, the Class A Lender may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor thereto. (e) If the Loan Agent shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of the Loan Agent for any reason, the Issuer, by Issuer Order, Borrower shall promptly appoint a successor Successor Loan Agent by Xxxxxxxx Order, one copy of which shall be delivered to the Loan Agent, and the successor Loan Agent so appointed shallCollateral Trustee, forthwith upon its acceptance of such appointment, become the successor Successor Loan Agent, as each Lender and the case may be. If Collateral Manager; provided, that such Successor Loan Agent shall be appointed unless a Majority of the Issuer fails Controlling Class or a Majority of the Subordinated Notes has objected to such appointment within 60 days after notice thereof; in such event, or if the Borrower shall fail to appoint a successor Successor Loan Agent within thirty (30) 60 days after such resignation, removal or incapability or the occurrence of such vacancy, or at any time when an Event of Default shall have occurred and be continuing, a successor Successor Loan Agent may be appointed by Act a Majority of the Controlling Class A Lender delivered or a Majority of the Subordinated Notes (c) The Loan Agent may be removed at any time by a Majority of the Controlling Class or the Collateral Manager at any time, or may be removed at any time when an Event of Default shall have occurred and be continuing by a Majority of the Controlling Class. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 7.10 hereof and shall fail to resign after request therefor by the Servicer and Borrower or by a Majority of the parties heretoControlling Class; or (ii) the Loan Agent shall become incapable of acting or shall be adjudged as bankrupt or insolvent or a receiver or liquidator of the Loan Agent or of its property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its property or affairs for the purpose of rehabilitation, including conservation or liquidation, Then, in any such case (A) the retiring Borrower, by a Borrower Order, may remove the Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as applicable, and supersede or (B) any successor Loan Agent proposed by the Issuer. If no successor Loan Agent shall have been so appointed by the Issuer or the Class A Lender and shall have accepted appointment in the manner hereinafter provided, subject to Section 5.15, the Class A Lendermay, on behalf of itself himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor Successor Loan Agent. (fe) The Issuer Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a successor Successor Loan Agent by mailing written notice of such event by first class mail, postage prepaid, to the Servicereach Rating Agency, the parties hereto, Collateral Trustee and to the Holders of the Debt as their names and addresses appear in the Class A Loan Register or the Notes Register, as applicableeach Lender. Each Such notice shall include the name of the successor Successor Loan Agent, Agent and the address of its Corporate Trust Office. If the Issuer Borrower fails to mail provide such notice within ten (10) 10 days after acceptance of appointment by the successor Successor Loan Agent, the successor Successor Loan Agent shall cause such notice to be given at the expense of the Issuer. Borrower. (f) The resignation or removal of a the Collateral Trustee pursuant to the Indenture shall constitute the resignation or removal of the Loan Agent in any capacity in which it under this Agreement. The same Person that is serving hereunder shall be deemed a resignation or removal, appointed as applicable, in each successor trustee pursuant to Section 6.9 of the other capacities in which it serves Indenture shall also be the successor Loan Agent and Collateral Trustee hereunder.

Resignation and Removal of Loan Agent; Appointment of Successor Loan Agent. (a) No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent, pursuant to this Article 16 shall become effective until the acceptance of appointment by such successor Loan Agent under Section 16.18(e). (b) The Loan Agent may resign at any time by giving written notice thereof to the Collateral Agent, Issuer, the Servicer, the Debtholders, the Note Administrator and the Trustee. Upon receiving such notice of resignation, the Issuer shall promptly appoint a successor Loan Agent, as the case may be, by written instrument, in duplicate, executed by an Authorized Officer of the Issuer, one copy of which shall be delivered to the Loan Agent so resigning and one copy to the successor Loan Agent, together with a copy to each Holder, the Servicer and the parties hereto; provided that such successor Loan Agent shall be appointed only upon the written consent of the Class A Lender or, at any time when an Event of Default shall have occurred and be continuing or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of the Class A Lender. If no successor Loan Agent shall have been appointed and an instrument of acceptance by a successor Loan Agent shall not have been delivered to the within thirty (30) days after the giving of such notice of resignation, the resigning Loan Agent, the Class A Lender, on behalf of himself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent, as the case may be, at the expense of the Issuer. No resignation or removal of the Loan Agent and no appointment of a successor Loan Agent will become effective until the acceptance of appointment by the successor Loan Agent, as applicable. (c) The Loan Agent may be removed at any time upon thirty (30) days’ notice by Act of a Supermajority of the Debt or when a successor Loan Agent has been appointed pursuant to Section 16.18(e), by Act of Class A Lender, in each case, upon written notice delivered to the parties hereto. (d) If at any time: (i) the Loan Agent shall cease to be eligible under Section 16.17 and shall fail to resign after written request therefor by the Issuer or by any Holder; or (ii) the Loan Agent shall become incapable of acting or there shall be instituted any proceeding pursuant to which it could be adjudged as bankrupt or insolvent or a receiver or liquidator of a Loan Agent or of its respective property shall be appointed or any public officer shall take charge or control of the Loan Agent or of its respective property or affairs for the purpose of rehabilitation, conservation or liquidation; then, in any such case (subject to Section 16.18(a)), (a) the Issuer, by Issuer Order, may remove the Loan Agent, or (b) subject to Section 5.15, the Class A Lender may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Loan Agent and the appointment of a successor thereto. (e) If the Loan Agent shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of the Loan Agent for any reason, the Issuer, by Issuer Order, shall promptly appoint a successor Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as the case may be. If the Issuer fails to appoint a successor Loan Agent within thirty (30) days after such resignation, removal or incapability or the occurrence of such vacancy, a successor Loan Agent may be appointed by Act of the Class A Lender delivered to the Servicer and the parties hereto, including the retiring Loan Agent, and the successor Loan Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Loan Agent, as applicable, and supersede any successor Loan Agent proposed by the Issuer. If no successor Loan Agent shall have been so appointed by the Issuer or the Class A Lender and shall have accepted appointment in the manner hereinafter provided, subject to Section 5.15, the Class A Lender, on behalf of itself and all others similarly situated, or the Loan Agent may petition any court of competent jurisdiction for the appointment of a successor Loan Agent. (f) The Issuer shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a successor Loan Agent by mailing delivering written notice of such event by first class mail, postage prepaid, or by electronic transmission (including email, subject to the relevant requirements of the Servicing Agreement, Section 14.3 and Section 14.4, as applicable) to the Servicer, the parties hereto, and to the Holders of the Debt as their names and addresses appear in the Class A Loan Register or the Notes Register, as applicable. Each notice shall include the name of the successor Loan Agent, and the address of its Corporate Trust Office. If the Issuer fails to mail such notice within ten (10) days after acceptance of appointment by the successor Loan Agent, the successor Loan Agent shall cause such notice to be given at the expense of the Issuer. The resignation or removal of a Loan Agent in any capacity in which it is serving hereunder shall be deemed a resignation or removal, as applicable, in each of the other capacities in which it serves hereunder.