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

Resignation and Removal of Loan Agent; Appointment of Successor. (a) No resignation or removal of the Loan Agent and no appointment of a successor agent (the “Successor Agent”) pursuant to this Article shall become effective until the acceptance of appointment by the Successor Agent under Section 6.9. The provisions of Section 6.6 hereof shall survive any termination of this Agreement, and the resignation or removal of the Loan Agent (to the extent of any fees or indemnified liabilities, costs, expenses and other amounts arising or incurred prior to, or arising out of actions or omissions occurring prior to such termination, resignation or removal). (b) The Loan Agent may resign at any time by giving notice thereof to the Borrower, the Collateral Manager, each Lender and the Rating Agency not less than 30 days prior to such resignation. 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 Borrower shall promptly appoint a Successor Agent by Borrower Order, one copy of which shall be delivered to each of the Collateral Trustee, the Successor Agent, each Lender and the Collateral Manager; provided that such Successor Agent shall not be appointed if a Majority of the Lenders has objected to such appointment within 60 days after notice thereof; in such event, or if the Borrower shall fail to appoint a Successor Agent within 60 days after notice of 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 Agent may be appointed by Act of a Majority of the Controlling Class delivered to the Borrower and the Collateral Trustee. The Successor Agent so appointed shall, forthwith upon its acceptance of such appointment, become the Successor Agent and supersede any Successor Agent proposed by the Borrower. If no Successor Agent shall have been appointed and an instrument of acceptance by a Successor Agent shall not have been delivered to the applicable Agent within 90 days after the giving of such notice of resignation, the resigning Loan Agent, or any Lender, on behalf of itself and all others similarly situated, may petition any court of competent jurisdiction for the appointment of a Successor Agent satisfying the requirements of Section 6.7. (c) The Loan Agent may be removed at any time upon 30 days’ notice by Act of a Majority of the Lenders delivered to the Collateral Trustee, the Loan Agent and the Borrower. If, at any time prior to the payment in full of all Secured Loans, the Bank shall resign or be removed as Collateral Trustee under the Indenture, such resignation or removal shall be deemed a resignation or removal of the Bank as Loan Agent hereunder. (d) If at any time, the Loan Agent shall cease to be eligible under Section 6.7 and shall fail to resign after request therefor by the Borrower or by any Lender; or 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 (subject to Section 6.8(a)), (A) the Borrower, by Borrower Order, may remove the Loan Agent, or (B) subject to Section 5.15 of the Indenture, any Lender may, on behalf of 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 Agent. Notwithstanding the foregoing, if the Collateral Trustee resigns, is removed or becomes incapable of acting and a successor is appointed under the Indenture, such successor will serve as Loan Agent until removed as provided in this Article VI. (e) The Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a Successor Agent to the Rating Agency, the Collateral Trustee and to each Lender. Such notice shall include the name of the Successor Agent and the address of its Corporate Trust Office. If the Borrower fails to provide such notice within ten (10) days after acceptance of appointment by the Successor Agent, the Successor Agent shall cause such notice to be given at the expense of the Borrower.

Resignation and Removal of Loan Agent; Appointment of Successor. (a) No resignation or removal of the Loan Agent and no appointment of a successor agent (the “Successor Agent”) pursuant to this Article shall become effective until the acceptance of appointment by the Successor Agent under Section 6.9. The provisions of Section 6.6 hereof shall survive any termination of this Agreement, and the resignation or removal of the Loan Agent (to the extent of any fees or indemnified liabilities, costs, expenses and other amounts arising or incurred prior to, or arising out of actions or omissions occurring prior to such termination, resignation or removal). (b) The Loan Agent may resign at any time by giving notice thereof to the Borrower, the Collateral Manager, each Lender and the Rating Agency not less than 30 days prior to such resignation. 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 Borrower shall promptly appoint a Successor Agent by Borrower Order, one copy of which shall be delivered to each of the Collateral Trustee, the Successor Agent, each Lender and the Collateral Manager; provided that such Successor Agent shall not be appointed if a Majority of the Lenders has objected to such appointment within 60 days after notice thereof; in such event, or if the Borrower shall fail to appoint a Successor Agent within 60 days after notice of 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 Agent may be appointed by Act of a Majority of the Controlling Class delivered to the Borrower and the Collateral Trustee. The Successor Agent so appointed shall, forthwith upon its acceptance of such appointment, become the Successor Agent and supersede any Successor Agent proposed by the Borrower. If no Successor Agent shall have been appointed and an instrument of acceptance by a Successor Agent shall not have been delivered to the applicable Agent within 90 days after the giving of such notice of resignation, the resigning Loan Agent, or any Lender, on behalf of itself and all others similarly situated, may petition any court of competent jurisdiction for the appointment of a Successor Agent satisfying the requirements of Section 6.7. (c) The Loan Agent may be removed at any time upon 30 days’ notice by Act of a Majority of the Lenders delivered to the Collateral Trustee, the Loan Agent and the Borrower. If, at any time prior to the payment in full of all Secured Loans, the Bank shall resign or be removed as Collateral Trustee under the Indenture, such resignation or removal shall be deemed a resignation or removal of the Bank as Loan Agent hereunder. (d) If at any time, the Loan Agent shall cease to be eligible under Section 6.7 and shall fail to resign after request therefor by the Borrower or by any Lender; or 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 liquidation. then, in any such case (subject to Section 6.8(a)), (A) the Borrower, by Borrower Order, may remove the Loan Agent, or (B) subject to Section 5.15 of the Indenture, any Lender may, on behalf of 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 Agent. Notwithstanding the foregoing, if the Collateral Trustee resigns, is removed or becomes incapable of acting and a successor is appointed under the Indenture, such successor will serve as Loan Agent until removed as provided in this Article VI. (e) The Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a Successor Agent to the Rating Agency, the Collateral Trustee and to each Lender. Such notice shall include the name of the Successor Agent and the address of its Corporate Trust Office. If the Borrower fails to provide such notice within ten (10) days after acceptance of appointment by the Successor Agent, the Successor Agent shall cause such notice to be given at the expense of the Borrower.

Resignation and Removal of Loan Agent; Appointment of Successor. (a) No resignation or removal of the Loan Agent and no appointment of a successor agent (the “Successor Agent”) pursuant to this Article shall become effective until the acceptance of appointment by the Successor Agent under Section 6.9. The provisions of Section 6.6 hereof shall survive any termination of this Agreement, and the resignation or removal of the Loan Agent (to the extent of any fees or indemnified liabilities, costs, expenses and other amounts arising or incurred prior to, or arising out of actions or omissions occurring prior to such termination, resignation or removal). (b) The Loan Agent may resign at any time by giving notice thereof to the Borrower, the Collateral Manager, each Lender and the Rating Agency not less than 30 days prior to such resignation. 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 Borrower shall promptly appoint a Successor Agent by Borrower Order, one copy of which shall be delivered to each of the Collateral Trustee, the Successor Agent, each Lender and the Collateral Manager; provided that such Successor Agent shall not be appointed if a Majority of the Lenders has objected to such appointment within 60 days after notice thereof; in such event, or if the Borrower shall fail to appoint a Successor Agent within 60 days after notice of 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 Agent may be appointed by Act of a Majority of the Controlling Class delivered to the Borrower and the Collateral Trustee. The Successor Agent so appointed shall, forthwith upon its acceptance of such appointment, become the Successor Agent and supersede any Successor Agent proposed by the Borrower. If no Successor Agent shall have been appointed and an instrument of acceptance by a Successor Agent shall not have been delivered to the applicable Agent within 90 days after the giving of such notice of resignation, the resigning Loan Agent, or any Lender, on behalf of itself and all others similarly situated, may petition any court of competent jurisdiction for the appointment of a Successor Agent satisfying the requirements of Section 6.7. (c) The Loan Agent may be removed at any time upon 30 days’ notice by Act of a Majority of the Lenders delivered to the Collateral Trustee, the Loan Agent and the Borrower. If, at any time prior to the payment in full of all Secured Loans, the Bank shall resign or be removed as Collateral Trustee under the Indenture, such resignation or removal shall be deemed a resignation or removal of the Bank as Loan Agent hereunder. (d) If at any time, the Loan Agent shall cease to be eligible under Section 6.7 and shall fail to resign after request therefor by the Borrower or by any Lender; or 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 (subject to Section 6.8(a)), (A) the Borrower, by Borrower Order, may remove the Loan Agent, or (B) subject to Section 5.15 of the Indenture, any Lender may, on behalf of 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 Agent. Notwithstanding the foregoing, if the Collateral Trustee resigns, is removed or becomes incapable of acting and a successor is appointed under the Indenture, such successor will serve as Loan Agent until removed as provided in this Article VI. (e) The Borrower shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a Successor Agent to the Rating Agency, the Collateral Trustee and to each Lender. Such notice shall include the name of the Successor Agent and the address of its Corporate Trust Office. If the Borrower fails to provide such notice within ten (10) days after acceptance of appointment by the Successor Agent, the Successor Agent shall cause such notice to be given at the expense of the Borrower.

Resignation and Removal of Loan Agent; Appointment of Successor. (a) No resignation or removal of the Loan Agent and no appointment of a successor agent (the “"Successor Agent”") pursuant to this Article shall become effective until the acceptance of appointment by the Successor Agent under Section 6.9. The provisions of Section 6.6 hereof shall survive any termination of this Agreement, and the resignation or removal of the Loan Agent (to the extent of any fees or indemnified liabilities, costs, expenses and other amounts arising or incurred prior to, or arising out of actions or omissions occurring prior to such termination, resignation or removal). (b) The Loan Agent may resign at any time by giving written notice thereof to each of the BorrowerCo-Borrowers, the Collateral Manager, each Lender and the Rating Agency Agencies not less than 30 days prior to such resignation. 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 Borrower shall promptly appoint a Successor Agent by Borrower Order, one copy of which shall be delivered to each of the Collateral Trustee, the Successor Agent, each Lender and the Collateral Manager; provided that such Successor Agent shall not be appointed if a Majority of the Lenders has objected to such appointment within 60 days after notice thereof; in such event, or if the Borrower shall fail to appoint a Successor Agent within 60 days after notice of 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 Agent may be appointed by Act of a Majority of the Controlling Class delivered to the Borrower and the Collateral Trustee. The Successor Agent so appointed shall, forthwith upon its acceptance of such appointment, become the Successor Agent and supersede any Successor Agent proposed by the Borrower. If no Successor Agent shall have been appointed and an instrument of acceptance by a Successor Agent shall not have been delivered to the applicable Agent within 90 days after the giving of such notice of resignation, the resigning Loan Agent, or any Lender, on behalf of itself and all others similarly situated, may petition any court of competent jurisdiction for the appointment of a Successor Agent satisfying the requirements of Section 6.7. (c) The Loan Agent may be removed at any time upon 30 days’ ' notice by Act of a Majority of the Lenders delivered to the Collateral Trustee, the Loan Agent and the BorrowerCo-Borrowers. If, at any time prior to the payment in full of all Secured Loans, the Bank shall resign or be removed as Collateral Trustee under the Indenture, such resignation or removal shall be deemed a resignation or removal of the Bank as Loan Agent hereunder. (d) If at any time, time the Loan Agent shall cease to be eligible under Section 6.7 and shall fail to resign after request therefor by the Borrower Co-Borrowers or by any Lender; or 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 (subject to Section 6.8(a)), (A) the Borrower, by Borrower Order, may remove the Loan Agent, or (B) subject to Section 5.15 6.9 of the Indenture, any Lender may, on behalf of 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 Agent. Notwithstanding the foregoing, if the Collateral Trustee resigns, is removed or becomes incapable of acting and a successor is appointed under the Indenture, such successor will serve as Loan Agent until removed as provided in this Article VI. (e) The Borrower Co-Borrowers shall give prompt notice of each resignation and each removal of the Loan Agent and each appointment of a Successor Agent to the Rating AgencyAgencies, the Collateral Trustee and to each Lender. Such notice shall include the name of the Successor Agent and the address of its Corporate Trust Office. If the Borrower fails Co-Borrowers fail to provide such notice within ten (10) days after acceptance of appointment by the Successor Agent, the Successor Agent shall cause such notice to be given at the expense of the BorrowerCo-Borrowers.