Common use of Resignation as L/C Issuer or Swing Line Lender after Assignment Clause in Contracts

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender assigns all of its Commitment and Loans pursuant to subsection (a) above, such L/C Issuer or Swing Line Lender, as applicable, may, (i) upon thirty days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon thirty days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such L/C Issuer or Swing Line Lender, as the case may be. If an L/C Issuer resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Rate Advances or fund risk participations). If the Swing Line Xxxxxx resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Rate Advances or fund risk participations. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2) the successor L/C Issuer 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 the resigning L/C Issuer to effectively assume the obligations of the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer or and/or the Swing Line Lender assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, Lender may, (i) upon thirty 30 days’ notice to the Borrower Borrower, the Administrative Agent and the other Lenders, resign as an L/C Issuer and/or (ii) upon thirty 30 days’ notice to the BorrowerBorrower and the Administrative Agent, resign as the Swing Line Lender. In the event of any such resignation as an L/C Issuer or the Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as an L/C Issuer or the Swing Line Lender, as the case may be. If an L/C Issuer any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(c)). If the Swing Line Xxxxxx any Lender resigns as the Swing Line Lender, it shall retain all the rights of the a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, outstanding at the time of such succession or make other arrangements satisfactory to the resigning L/C Issuer to effectively assume the obligations of the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer or the Swing Line Lender assigns all of its Commitment Revolving Credit Commitments and Revolving Credit Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, Lender may, (i) upon thirty 30 days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon thirty 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such the applicable L/C Issuer or Swing Line Lender as L/C Issuer or Swing Line Lender, as the case may be. If an the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(f)). If the Swing Line Xxxxxx Bank of America resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2y) the successor L/C Issuer 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 the resigning applicable retiring L/C Issuer to effectively assume the obligations of the resigning applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Bank of America or any other Lender that is an L/C Issuer or the Swing Line Lender hereunder (each, a “Resigning Lender”), as applicable, assigns all of its Commitment and Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, Resigning Lender may, (i) upon thirty 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon thirty 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Resigning Lender as L/C Issuer or Swing Line Lender, as the case may be. If an L/C Issuer such Resigning Lender resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to \52073062 Section 2.04(c)). If the Swing Line Xxxxxx such Resigning Lender resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer 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 the resigning L/C Issuer such Resigning Lender to effectively assume the obligations of the resigning such Resigning Lender, as an L/C Issuer Issuer, with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if (i) at any time an L/C Issuer or the Swing Line Lender Citibank assigns all of its Commitment and Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, Citibank may, (iA) upon thirty 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer Issuer, and/or (iiB) upon thirty 30 days’ notice to the BorrowerBorrower and the Lenders, resign as Swing Line Lender, and (ii) at any time any other L/C Issuer assigns all of its Commitment and Loans pursuant to subsection (b) above, such L/C Issuer may, upon 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Citibank or such other L/C Issuer, as applicable, as L/C Issuer or Swing Line Lender, as the case may be. If an Citibank or any other L/C Issuer resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.04(c)). If the Swing Line Xxxxxx Citibank resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line LenderLender and the written acceptance by such successor of such appointment, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer 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 the resigning retiring L/C Issuer to effectively assume the obligations of the resigning retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer or the Swing Line Lender assigns all of its Commitment and Revolving Loans pursuant to subsection (a) aboveSection 10.06(b), such L/C Issuer or Swing Line Lender, as applicable, may, (i) upon thirty (30) days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon thirty (30) days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders (and subject to the agreement of the Lender being so appointed to act as an L/C Issuer or Swing Line Lender) a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such L/C Issuer or Swing Line Lender, as the case may be. If an any L/C Issuer resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such the L/C Issuer Issuers hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(c)). If the Swing Line Xxxxxx The Huntington National Bank resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer 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 the resigning such L/C Issuer to effectively assume the obligations of the resigning applicable L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer or and/or the Swing Line Lender assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, Lender may, (i) upon thirty 30 days’ notice to the Borrower Borrower, the Administrative Agent and the other Lenders, resign as an L/C Issuer and/or (ii) upon thirty 30 days’ notice to the BorrowerBorrower and the Administrative Agent, resign as the Swing Line Lender. In the event of any such resignation as an L/C Issuer or the Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as an L/C Issuer or the Swing Line Lender, as the case may be. If an L/C Issuer any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(c)). If the Swing Line Xxxxxx any Lender resigns as the Swing Line Lender, it shall retain all the rights of the a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in outstanding 138 Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, outstanding at the time of such succession or make other arrangements satisfactory to the resigning L/C Issuer to effectively assume the obligations of the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender Barclays assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (a) aboveSection 10.06(b), such L/C Issuer or Swing Line Lender, as applicable, Barclays may, (i) upon thirty 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon thirty 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Barclays as L/C Issuer or Swing Line Lender, as the case may be. If an L/C Issuer Barclays resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(c)). If the Swing Line Xxxxxx Barclays resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer 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 the resigning L/C Issuer Barclays to effectively assume the obligations of the resigning L/C Issuer Barclays with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender assigns all of its Revolving Commitment and Committed Revolving Loans pursuant to subsection (ab) above, such L/C Issuer or the Swing Line Lender, as applicable, may, may (i) upon thirty 30 calendar days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as an L/C Issuer Issuer, and/or (ii) upon thirty 30 calendar days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as an L/C Issuer or the Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, howeverthat, that no failure by the Borrower to appoint any such successor shall affect the resignation of such L/C Issuer or the Swing Line Lender, as the case may be. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Floating Committed Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(f)). If the Swing Line Xxxxxx Bank of America resigns as the Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Revolving Lenders to make Floating Committed Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2B) the successor L/C Issuer 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 reasonably satisfactory to the resigning L/C Issuer to effectively assume the obligations of the resigning such L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender assigns all of its Commitment and Committed Revolving Loans pursuant to subsection (ab) above, such L/C Issuer or the Swing Line Lender, as applicable, may, may (i) upon thirty (30) calendar days’ notice to the Borrower Administrative Agent, the Company and the Lenders, resign as an L/C Issuer Issuer, and/or (ii) upon thirty (30) calendar days’ notice to the BorrowerCompany, resign as Swing Line Lender. In the event of any such resignation as an L/C Issuer or the Swing Line Lender, the Borrower Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, howeverthat, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of such L/C Issuer or the Swing Line Lender, as the case may be. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Committed Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(f)). If the Swing Line Xxxxxx Bank of America resigns as the Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Committed Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2B) the successor L/C Issuer 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 reasonably satisfactory to the resigning L/C Issuer to effectively assume the obligations of the resigning such L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an Bank of America or another Lender serving as a L/C Issuer or the Swing Line Lender assigns all of its Commitment and Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, may, (i) Bank of America or such other Lender, as the case may be, may, upon thirty days’ notice to the Borrower and the Lenders, resign as one of the L/C Issuer Issuers and/or (ii) Bank of America may, upon thirty days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Bank of America or the other Lender as L/C Issuer or of Bank of America as Swing Line Lender, as the case may be. If an L/C Issuer Bank of America or another Lender resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.3(c)). If the Swing Line Xxxxxx Bank of America resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.4(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2) the successor L/C Issuer 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 the Bank of America or another Lender resigning as a L/C Issuer to effectively assume the obligations of Bank of America or such other Lender, as the resigning L/C Issuer case may be, with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer or the Swing Line Lender assigns all of its Commitment and Loans pursuant to subsection (ab) above, (i) such L/C Issuer or Swing Line Lender, as applicable, may, (i) upon thirty 30 days’ ' notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) such Swing Line Lender may, upon thirty 30 days’ ' notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such entity as L/C Issuer or Swing Line Lender, as the case may be. If an any L/C Issuer resigns as L/C Issuer, it such retiring L/C Issuer shall retain all the rights, powers, privileges and duties of such the L/C Issuer hereunder with respect to all Letters of Credit outstanding and Bankers' Acceptances issued by it and outstanding, and all Bankers' Acceptances issuable under any Acceptance Credits outstanding, as of the effective date of its resignation as L/C Issuer and all L/C C- BA Obligations with respect thereto (including the right to require the Lenders to make Floating Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(c)). If the any Swing Line Xxxxxx Lender resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer 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 the resigning applicable L/C Issuer to effectively assume the obligations of the resigning such L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender a Person assigns all of its Commitment and Loans pursuant to subsection (ab) above, above and such Person is the Swing Line Lender or an L/C Issuer or (an “Assigning Swing Line L/C Lender”), such Person may, as applicable, may, (i) upon thirty 30 days’ notice to the Borrower Company and the Lenders, resign as an L/C Issuer and/or (ii) upon thirty 30 days’ notice to the BorrowerCompany, resign as Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower shall Company will be entitled to appoint from among the Lenders a successor L/C Issuer Issuers or a successor Swing Line Lender hereunder; provided, however, that no failure by the Borrower Company to appoint any such successor shall will affect the resignation of such the applicable Assigning Swing Line L/C Lender as an L/C Issuer or Swing Line Lender, as the case may be. If an Assigning Swing Line L/C Issuer Lender resigns as an L/C Issuer, it shall will retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.04(c)). If the an Assigning Swing Line Xxxxxx L/C Lender resigns as Swing Line Lender, it shall will retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall will succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer shall will 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 the resigning applicable Assigning Swing Line L/C Issuer Lender to effectively assume the obligations of the resigning such Assigning Swing Line L/C Issuer Lender with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything Subject to the contrary contained hereinclause (vii) of subsection (b) above, if at any time an any L/C Issuer or the Swing Line Lender assigns all of its Commitment and Loans pursuant to subsection (ab) above, such L/C Issuer or the Swing Line Lender, as applicable, Lender may, (i) upon thirty 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon thirty 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or the Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such the applicable L/C Issuer or the Swing Line Lender as L/C Issuer or Swing Line Lender, as the case may be. If an the applicable L/C Issuer resigns as a L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all its respective Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.04(e)). If the applicable Swing Line Xxxxxx resigns as Swing Line Lender, it shall retain all the rights and obligations of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Committed Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the applicable Letters of Credit, if any, outstanding at the time of such succession or make other arrangements reasonably satisfactory to the resigning applicable retiring L/C Issuer to effectively assume the obligations of the resigning applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender assigns all of its Revolving Commitment and Committed Revolving Loans pursuant to subsection (ab) above, such L/C Issuer or the Swing Line Lender, as applicable, may, may (i) upon thirty (30) calendar days’ notice to the Borrower Administrative Agent, the Company and the Lenders, resign as an L/C Issuer Issuer, and/or (ii) upon thirty (30) calendar days’ notice to the BorrowerCompany, resign as Swing Line Lender. In the event of any such resignation as an L/C Issuer or the Swing Line Lender, the Borrower Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, howeverthat, that no failure by the Borrower Company to appoint any such successor shall affect the resignation of such L/C Issuer or the Swing Line Lender, as the case may be. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of such an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Floating Committed Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in Unreimbursed Amounts pursuant to Section 2.03(f)). If the Swing Line Xxxxxx Bank of America resigns as the Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Revolving Lenders to make Floating Committed Revolving Loans that are Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2B) the successor L/C Issuer 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 reasonably satisfactory to the resigning L/C Issuer to effectively assume the obligations of the resigning such L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer or the Swing Line Lender Xxxxx Bank assigns all of its Commitment and Loans pursuant to subsection (ab) above, such L/C Issuer or Swing Line Lender, as applicable, may, (i) Xxxxx Fargo Bank may upon thirty 30 days’ notice to the Lead Borrower and the Lenders, resign as L/C Issuer and/or (ii) Xxxxx Fargo Bank upon thirty 30 days’ notice to the Lead Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Lead Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Lead Borrower to appoint any such successor shall affect the resignation of such Xxxxx Fargo Bank as L/C Issuer or Swing Line Lender, as the case may be. If an L/C Issuer Xxxxx Fargo Bank resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of such the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Floating Base Rate Advances or fund risk participationsLoans pursuant to Section 2.03(c)). If the Swing Line Xxxxxx Xxxxx Fargo Bank resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Floating Base Rate Advances Loans or fund risk participationsparticipations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer 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 the resigning L/C Issuer Xxxxx Fargo Bank to effectively assume the obligations of the resigning L/C Issuer Xxxxx Fargo Bank with respect to such Letters of Credit.