Common use of Resignation and Replacement Clause in Contracts

Resignation and Replacement. Subject to the appointment and acceptance of a successor Agent as provided below, any Agent may resign at any time by notifying the Lenders and the Borrower. Upon any such resignation, the Required Lenders shall have the right to appoint a successor acceptable to the Borrower, such consent not to be unreasonably withheld; provided, however, that the consent of the Borrower shall not be required to any such appointment during the continuance of any Event of Default. If no successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent which shall be a bank with an office in the United States, having a combined capital and surplus of at least $500,000,000 or an Affiliate of any such bank. Upon the acceptance of any appointment as Agent hereunder by a successor bank, such successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent and the retiring Agent shall be discharged from its duties and obligations hereunder. After the Agent's resignation hereunder, the provisions of this Article and Section 9.05 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation and Replacement. Subject to the appointment and acceptance of a successor Administrative Agent as provided below, any the Administrative Agent may resign at any time by notifying the Issuing Banks, the Lenders and the BorrowerGuarantor. Upon any such resignation, the Required Lenders shall have the right to appoint a successor acceptable to the BorrowerGuarantor, such consent not to be unreasonably withheld; provided, however, that the consent of the Borrower Guarantor shall not be required to any such appointment during the continuance of any Event of Default. If no successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 days after the retiring Administrative Agent gives notice of its resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent which shall be a bank with an office in the United States, having a combined capital and surplus of at least $500,000,000 or an Affiliate of any such bank. Upon the acceptance of any appointment as Administrative Agent hereunder by a successor bank, such successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Administrative Agent and the retiring Administrative Agent shall be discharged from its duties and obligations hereunder. After the Administrative Agent's ’s resignation hereunder, the provisions of this Article and Section 9.05 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Administrative Agent. Any resignation by Administrative Agent pursuant to this Section 8.03 shall constitute the concurrent resignation of such entity as an Issuing Bank, provided that any successor Administrative Agent appointed pursuant to this Section 8.03 shall, upon acceptance of such appointment, become, if the Administrative Agent was the sole Issuing Bank hereunder, a successor Issuing Bank.

Resignation and Replacement. Subject to the appointment and acceptance of a successor Agent as provided below, any Agent may resign at any time by notifying the Lenders and the BorrowerCompany. Upon any such resignation, the Required Lenders shall have the right to appoint a successor acceptable to the BorrowerCompany, such consent not to be unreasonably withheld; provided, however, that the consent of the Borrower Company shall not be required to any such appointment during the continuance of any Event of Default. If no successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent which shall be a bank with an office in the United States, having a combined capital and surplus of at least $500,000,000 or an Affiliate of any such bank. Upon the acceptance of any appointment as Agent hereunder by a successor bank, such successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent and the retiring Agent shall be discharged from its duties and obligations hereunder. After the Agent's ’s resignation hereunder, the provisions of this Article and Section 9.05 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent. Any resignation by Administrative Agent pursuant to this Section 8.03 shall constitute the concurrent resignation of such entity as Swingline Lender and as an Issuing Bank and, upon the effectiveness of such resignation, Company shall repay outstanding Swingline Loans of the retiring Swingline Lender, provided that any successor Administrative Agent appointed pursuant to this Section 8.03 shall, upon acceptance of such appointment, become the successor Swingline Lender for all purposes hereunder and, if the Administrative Agent was the sole Issuing Bank hereunder, a successor Issuing Bank.

Resignation and Replacement. Subject to the appointment and acceptance of a successor Agent as provided below, any Agent may resign at any time as Agent under the Loan Documents by notifying giving written notice thereof to Banks and Borrower, which resignation shall be effective upon a successor Agent's acceptance of its appointment. Borrower or the Lenders Majority Banks may replace Agent at any time following sixty (60) days' prior written notice to Agent and Banks; provided, however, that Borrower shall have such right only in the Borrowerabsence of an Event of Default. Upon any such resignationresignation or replacement, the Required Lenders Majority Banks shall have the right to appoint a successor Agent hereunder, which successor Agent shall also be reasonably acceptable to the Borrower, such consent not to be unreasonably withheld; provided, however, that the consent of the Borrower shall not be required to any such appointment during the continuance of any Event of Default. If no such successor Agent shall have been so appointed by the Required Lenders Majority Banks and shall have accepted such appointment within 30 thirty (30) days after the retiring Agent gives Agent's giving of notice of its resignation, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent Agent, which shall be a commercial bank with an office in organized under the laws of the United States, States of America or of any State thereof having a combined capital and surplus assets of at least One Billion and No/100 Dollars ($500,000,000 or an Affiliate of any such bank1,000,000,000.00) and which shall be reasonably acceptable to Borrower. Upon the acceptance of any appointment as Agent hereunder under the Loan Documents by a successor bankAgent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent Agent, and the retiring Agent shall be discharged from its duties and obligations hereunderunder the Loan Documents. After the any retiring Agent's resignation hereunderor replacement as an Agent under the Loan Documents, the provisions of this Article and Section 9.05 12.8. shall continue in effect for inure to its benefit in respect of as to any actions taken or omitted to be taken by it while it was acting as Agentan Agent under the Loan Documents.

Resignation and Replacement. Subject to the appointment and acceptance of a successor Agent as provided below, any Agent may resign at any time by notifying the Lenders and the BorrowerCompany. Upon any such resignation, the Required Lenders shall have the right to appoint a successor acceptable to the BorrowerCompany, such consent not to be unreasonably withheld; provided, however, that the consent of the Borrower Company shall not be required to any such appointment during the continuance of any Event of Default. If no successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent which shall be a bank with an office in the United States, having a combined capital and surplus of at least $500,000,000 or an Affiliate of any such bank. Upon the acceptance of any appointment as Agent hereunder by a successor bank, such successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent and the retiring Agent shall be discharged from its duties and obligations hereunder. After the Agent's resignation hereunder, the provisions of this Article and Section 9.05 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation and Replacement. Subject to the appointment and acceptance of a successor Agent as provided below, any Agent may resign at any time as Agent under the Loan Documents by notifying giving written notice thereof to Bankx xxx Borrxxxx, xxich resignation shall be effective upon a successor Agent's acceptance of its appointment. Borrower or the Lenders Majority Banks may replace Agent at any time following sixty (60) days' prior written notice to Agent and Bankx; xxovided, however, that Borrower shall have such right only in the Borrowerabsence of an Event of Default. Upon any such resignationresignation or replacement, the Required Lenders Majority Banks shall have the right to appoint a successor Agent hereunder, which successor Agent shall also be reasonably acceptable to the Borrower, Borrxxxx. Xx no such consent not to be unreasonably withheld; provided, however, that the consent of the Borrower shall not be required to any such appointment during the continuance of any Event of Default. If no successor Agent shall have been so appointed by the Required Lenders Majority Banks and shall have accepted such appointment within 30 thirty (30) days after the retiring Agent gives Agent's giving of notice of its resignation, then the retiring Agent may, on behalf of the LendersBankx, appoint xxpoint a successor Agent Agent, which shall be a commercial bank with an office in organized under the laws of the United States, States of America or of any State thereof having a combined capital and surplus assets of at least One Billion and No/100 Dollars ($500,000,000 or an Affiliate of any such bank1,000,000,000.00) and which shall be reasonably acceptable to Borrower. Upon the acceptance of any appointment as Agent hereunder under the Loan Documents by a successor bankAgent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent Agent, and the retiring Agent shall be discharged from its duties and obligations hereunderunder the Loan Documents. After the any retiring Agent's resignation hereunderor replacement as an Agent under the Loan Documents, the provisions of this Article and Section 9.05 12.8. shall continue in effect for inure to its benefit in respect of as to any actions taken or omitted to be taken by it while it was acting as Agentan Agent under the Loan Documents.