Common use of Resignation as Issuing Bank after Assignment Clause in Contracts

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans pursuant to Section 13.2, such Person may upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as Issuing Bank. If Mizuho or another Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b)). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank of America assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.213.3.1 above, such Person may Bank of America may, upon 30 thirty (30) days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as an Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank of America as Issuing Bank. If Mizuho or another Issuing Bank of America resigns as an Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Loans L/C Advances or fund risk participations in unreimbursed amounts Unreimbursed Amounts pursuant to Section 4.6(b)Sections 2.4.7 and 2.4.8). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person the retiring Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.2clause (b) above, such Person may Issuing Bank may, upon 30 days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as an Issuing Bank. In the event of any such resignation as an Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunderBank; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other the applicable Issuing Bank as an Issuing Bank, as the case may be. If Mizuho or another the applicable Issuing Bank resigns as an Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations LC Exposure with respect thereto (including the right to require the Lenders to make ABR Rate Loans or fund risk participations in unreimbursed amounts pursuant to the amount of such Revolving Lender’s Applicable Percentage of each LC Disbursement made by such Issuing Bank and not reimbursed by the Borrower on the date due as provided in Section 4.6(b2.04(e)). Upon the appointment of a successor Issuing Bank, (ax) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, as the case may be, and (by) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning the applicable retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person the applicable retiring Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank JPMCB assigns all of its Revolving Credit Commitments Loan Commitment and Revolving Credit Loans pursuant to Section 13.2subsection (b) above, such Person may JPMCB may, upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank JPMCB as Issuing Bank. If Mizuho or another Issuing Bank JPMCB resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Base Rate Loans or fund risk participations in unreimbursed amounts Unreimbursed Amounts pursuant to Section 4.6(b2.13(c)). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank JPMCB to effectively assume the obligations of Mizuho or such Person JPMCB with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans Advances pursuant to Section 13.29.07(a), such Person may may, upon 30 days’ notice to the Borrower Company and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Company shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of Mizuho or such other Person as Issuing Bank and any Lender so appointed agrees to serve as an Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Tranche A Commitments and Revolving Credit Loans Advances pursuant to Section 13.29.07(a), such Person may may, upon 30 days’ notice to the Borrower Company and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Company shall be entitled to appoint from among the Tranche A Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of Mizuho or such other Person as Issuing Bank and any Lender so appointed agrees to serve as an Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank that is a Revolving Credit Lender assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.210.07(b), such Person may Issuing Bank may, upon 30 thirty (30) days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunderxxxxxxxxx; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as resigning Issuing Bank. If Mizuho or another any Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund risk participations in unreimbursed amounts Unreimbursed Amounts pursuant to Section 4.6(b2.03(c)). Upon the appointment of a successor Issuing BankBank and the consent of such successor Issuing Bank to such appointment, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of CreditCredit issued by such retiring Issuing Bank, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person retiring Issuing Bank as applicable, with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans Advances pursuant to Section 13.29.07(a), such Person may may, upon 30 days’ notice to the Borrower Company and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Company shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of Mizuho or such other Person as Issuing Bank and any Lender so appointed agrees to serve as an Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.. Jabil Credit Agreement 60

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans pursuant to Section 13.2, such Person may upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or Mixxxx xr such other Issuing Bank as Issuing Bank. If Mizuho or Mixxxx xr another Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b)). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank to effectively assume the obligations of Mizuho or Mixxxx xr such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Tranche A Commitments and Revolving Credit Loans Advances pursuant to Section 13.29.07(a), such Person may may, upon 30 days’ notice to the Borrower Company and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Company shall be entitled to appoint from among the Lenders Tranche A Xxxxxxx a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of Mizuho or such other Person as Issuing Bank and any Lender so appointed agrees to serve as an Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, (i) if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans Advances pursuant to Section 13.29.07(a), such Person may may, upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank and (ii) if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, any Issuing Bank may, upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank Avago Credit Agreement hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank Person as Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, (i) if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans Advances pursuant to Section 13.29.07(a), such Person may may, upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank and (ii) if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, any Issuing Bank may, upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank Person as Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans pursuant to Section 13.2may, such Person may upon 30 days’ notice to the Borrower and the Lenders, resign as an Issuing Bank. In the event of any such resignation as an Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as an Issuing Bank, as the case may be. If Mizuho or another an Issuing Bank resigns as an Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations LC Disbursement with respect thereto (including the right to require the Lenders to make ABR Alternate Base Rate Loans or fund risk participations in unreimbursed amounts Unreimbursed Amounts pursuant to Section 4.6(b2.05(c)). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person retiring Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho U.S. Bank or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans pursuant to Section 13.210.4(b), such Person may U.S. Bank or any other Issuing Bank may, upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to may appoint from among the Lenders a successor Issuing Bank hereunderBank; provided, however, provided that no the Borrower’s failure by the Borrower to appoint any such a successor shall not affect the resignation of Mizuho or such other Issuing Bank as Issuing Bank. If Mizuho or another any Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date time of its resignation as Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make ABR Loans or fund risk participations in unreimbursed amounts pursuant to Section 4.6(b2.20(e)). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters Letters of credit Credit in substitution for the Letters of Credit, if any, issued by the retiring Issuing Bank outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning the retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person the retiring Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.2clause (b) above, such Person may Issuing Bank may, upon 30 days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as an Issuing Bank. In the event of any such resignation as an Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunderBank; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other the applicable Issuing Bank as an Issuing Bank, as the case may be. If Mizuho or another the applicable Issuing Bank resigns as an Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations LC Exposure with respect thereto (including the right to require the Lenders to make ABR Loans or fund risk participations in unreimbursed amounts pursuant to the amount of such Revolving Lender’s Applicable Percentage of each LC Disbursement made by such Issuing Bank and not reimbursed by the Borrower on the date due as provided in Section 4.6(b2.04(e)). Upon the appointment of a successor Issuing Bank, (ax) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, as the case may be, and (by) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning the applicable retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person the applicable retiring Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other an Issuing Bank assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.210.6(c) above, such Person may Issuing Bank may, upon 30 sixty (60) days’ notice to the Borrower Borrowers and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Borrowers shall be entitled to appoint from among the Lenders a successor Issuing Bank which accepts such appointment hereunder; provided, however, that no failure by the Borrower Borrowers to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as Issuing Bank. If Mizuho or another The retiring Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an the Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Base Rate Loans or fund risk participations in unreimbursed amounts with respect to L/C Borrowings pursuant to Section 4.6(b2.2(c)). Upon the appointment of and acceptance by a successor Issuing Bank, (ax) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (by) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning the retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person retiring Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank of America assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.29.06(b), such Person may Bank of America may, upon 30 thirty (30) days’ notice to the Borrower Borrowers and the Lenders, resign as the Issuing Bank. In the event of any such resignation as the Issuing Bank, the Borrower Borrowers shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Borrowers to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank of America as the Issuing Bank. If Mizuho or another Issuing Bank of America resigns as the Issuing Bank, it shall retain all the rights, powers, privileges and duties of an the Issuing Bank hereunder with respect to all of its Letters of Credit outstanding as of the effective date of its resignation as the Issuing Bank and all Letter Obligations on account of such Letters of Credit Obligations with respect thereto (including the right to require the Lenders to make ABR Revolving Credit Loans or fund risk participations in unreimbursed amounts 157 DB1/ 118785215.8 Letter of Credit Disbursements pursuant to Section 4.6(b2.11(g)). Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of CreditCredit issued by Bank of America, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank of America to effectively assume the obligations of Mizuho or such Person Bank of America with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank that is a Revolving Credit Lender assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.210.07(b), such Person may Issuing Bank may, upon 30 thirty (30) days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as resigning Issuing Bank. If Mizuho or another any Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund risk participations in unreimbursed amounts Unreimbursed Amounts pursuant to Section 4.6(b2.03(c)). Upon the appointment of a successor Issuing BankBank and the consent of such successor Issuing Bank to such appointment, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of CreditCredit issued by such retiring Issuing Bank, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person retiring Issuing Bank as applicable, with respect to such Letters of Credit.. 161 CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. SECTION 200.83

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank that is a Revolving Credit Lender assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.210.07(b), such Person may Issuing Bank may, upon 30 thirty (30) days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as resigning Issuing Bank. If Mizuho or another any Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by it outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund risk participations in unreimbursed amounts Unreimbursed Amounts pursuant to Section 4.6(b2.03(c)). Upon the appointment of a successor Issuing BankBank and the consent of such successor Issuing Bank to such appointment, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of CreditCredit issued by such retiring Issuing Bank, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning retiring Issuing Bank to effectively assume the obligations of Mizuho or such Person retiring Issuing Bank as applicable, with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans Advances pursuant to Section 13.28.07(a), such Person may may, upon 30 days’ notice to the Borrower Company and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Company shall be entitled to appoint from among the Revolving Credit Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of Mizuho or such other Person as Issuing Bank and any Lender so appointed agrees to serve as an Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the 117 US-DOCS\122160094.24 successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank BNP Paribas assigns all of its Revolving Credit Commitments and Revolving Credit Loans Commitment pursuant to Section 13.2subsection (c) above, such Person may BNP Paribas may, upon 30 days’ notice to the Borrower Account Party and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, Bank the Borrower Account Party shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Account Party to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank BNP Paribas as Issuing Bank. If Mizuho or another Issuing Bank BNP Paribas resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an the Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all Obligations under any Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank BNP Paribas to effectively assume the obligations of Mizuho or such Person BNP Paribas with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other an Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans pursuant to Section 13.29.04, such Person may Issuing Bank may, upon 30 days’ notice to the Borrower U.S. Borrower, the Administrative Agent and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders ; provided that a successor Issuing Bank hereunder; provided, however, that no failure by shall have agreed to assume the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank as resigning Issuing Bank’s Specified L/C Sublimit. If Mizuho or another an Issuing Bank resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit issued by such Issuing Bank and outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))Letters of Credit issued by such Issuing Bank. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other the resigning Issuing Bank to effectively assume the obligations of Mizuho or such Person the resigning Issuing Bank with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank UBS AG, Stamford Branch assigns all of its Revolving Credit Commitments Commitment and Revolving Credit Loans pursuant to Section 13.2subsection (b) above, such Person may UBS AG, Stamford Branch may, upon 30 thirty days’ notice to the Borrower and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Mizuho or such other Issuing Bank UBS AG, Stamford Branch as Issuing Bank. If Mizuho or another Issuing Bank UBS AG, Stamford Branch resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an the Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all Letter of Credit Obligations LC Exposure with respect thereto (including the right to require the Lenders to make ABR Base Rate Loans or fund risk participations in unreimbursed amounts LC Borrowings pursuant to Section 4.6(b)2.21). Upon the appointment of a successor Issuing Bank, (a1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b2) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank UBS AG, Stamford Branch to effectively assume the obligations of Mizuho or such Person UBS AG, Stamford Branch with respect to such Letters of Credit.

Resignation as Issuing Bank after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Mizuho or any other Issuing Bank assigns all of its Revolving Credit Commitments and Revolving Credit Loans Advances pursuant to Section 13.28.07(a), such Person may may, upon 30 days’ notice to the Borrower Company and the Lenders, resign as Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower Company shall be entitled to appoint from among the Revolving Credit Lenders a successor Issuing Bank hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of Mizuho or such other Person as Issuing Bank and any Lender so appointed agrees to serve as an Issuing Bank. If Mizuho or another Issuing Bank such Person resigns as Issuing Bank, it shall retain all the rights, powers, privileges and duties of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as Issuing Bank and all unreimbursed Letter of Credit Obligations drawings with respect thereto (including the right to require the Lenders to make ABR Loans or fund participations in unreimbursed amounts pursuant to Section 4.6(b))thereto. Upon the appointment of a successor Issuing Bank, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, Bank and (b) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to or such other resigning Issuing Bank Person to effectively assume the obligations of Mizuho or such Person with respect to such Letters of Credit.