Common use of Resignation by Administrative Agent Clause in Contracts

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty (30) Business Days’ prior written notice to Company and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty (30) Business Day period, Administrative Agent, with the consent of Company, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth (30th) Business Day after the date such notice of resignation was given by Administrative Agent, Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative An Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ prior written notice to Company Borrowers and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company the applicable Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative the Agent, with the consent of CompanyBorrower, shall may then appoint a successor Administrative Agent who shall serve as Administrative an Agent until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative the Agent, such Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative such Agent hereunder until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ prior written notice to Company and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Majority Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of Company, shall may then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Majority Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s resignation shall become effective and the Required Majority Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Majority Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) The Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty (30) Business Days’ prior written give notice of its resignation to Company the Lenders, the Issuing Lender and the LendersBorrower. Such resignation shall take effect upon the acceptance by a successor Administrative Agent Upon receipt of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Requisite Lenders shall have the right, in consultation with the Borrower, to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Requisite 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 and the Issuing Lender, appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor meeting the qualifications set forth above; provided that if the Administrative Agent shall not have been so appointed within said thirty notify the Borrowers and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and: (30i) Business Day period, Administrative Agent, with the consent of Company, shall then appoint a successor retiring Administrative Agent who shall serve as be discharged from its duties and obligations hereunder and under the other Loan Documents; and (ii) all payments, communications and determinations provided to be made by, to or through the Administrative Agent shall instead be made by or to each Lender and the Issuing Lender directly, until such time, if any, time as the Required Lenders, with the consent of Company, Requisite Lenders appoint a successor Administrative Agent as provided abovefor above in this Section 10.6. (db) If no Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Administrative Agent, and the retiring Administrative Agent shall be discharged from all of its duties and obligations hereunder or under the other Loan Documents (if not already discharged therefrom as provided above in this Section 10.6). The fees payable by the Borrowers to a successor Administrative Agent has been appointed pursuant shall be the same as those payable to clause (b) its predecessor unless otherwise agreed between the Borrowers and such successor. After the retiring Administrative Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article shall continue in effect for the benefit of such retiring Administrative Agent, its sub agents and their respective Related Parties in respect of any actions taken or omitted to be taken by any of them while the retiring Administrative Agent was acting as Administrative Agent. (c) Any resignation by Bank of America as Administrative Agent pursuant to this Section 10.6 shall also constitute its resignation as Issuing Lender and as a Swing Line Lender. Upon the thirtieth acceptance of a successor’s appointment as Administrative Agent hereunder: (30thi) Business Day after such successor shall succeed to and become vested with all of the date such notice rights, powers, privileges and duties of resignation was given by the retiring Administrative Agent, Agent’s resignation shall become effective and ; (ii) the Required Lenders shall thereafter perform all the duties of retiring Administrative Agent shall be discharged from all of their respective duties and obligations hereunder until such timeor under the other Loan Documents; and (iii) the successor Administrative Agent shall issue letters of credit in substitution for the Letters of Credit, if any, as issued by the Required Lenders, with the consent of Company, appoint a successor retiring Administrative Agent as provided aboveand outstanding at the time of such succession or make other arrangement satisfactory to the retiring Administrative Agent to effectively assume the obligations of the retiring Administrative Agent with respect to such Letters of Credit.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ prior written notice to Company and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of Company, shall may then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder and/or under the other Credit Documents at any time by giving thirty (30) 30 Business Days’ ' prior written notice to Company Borrower and the Lenders. Such resignation shall take effect upon the acceptance by appointment of a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon Withing 15 Business Days of any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent hereunder or thereunder who shall be satisfactory to Company and shall be an incorporated a commercial bank or trust companycompany reasonably acceptable to Borrower, except after an Event of Default. (c) If a successor Administrative Agent shall not have been so appointed within said thirty (30) such 15 Business Day period, Administrative Agent, with the consent of CompanyBorrower, except after an Event of Default, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent hereunder or thereunder until such time, if any, as the Required Lenders, with the consent of Company, Lenders appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) above by the thirtieth (30th) 30th Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s 's resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder and/or under any other Credit Document until such time, if any, as the Required Lenders, with the consent of Company, Lenders appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ prior written notice to Company and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of Company, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Subject to the appointment and acceptance of a successor Administrative Agent as provided in this paragraph, the Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty (30) Business Days’ prior written notice to Company notifying the Lenders, the Issuers and the LendersCompany. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall have the right, in consultation with the Company, to appoint a successor. 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 and the Issuers, appoint a successor Administrative Agent who Agent, which shall be satisfactory a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. Upon the acceptance of its appointment as Administrative Agent hereunder by a successor, such successor shall succeed to Company and become vested with all the rights, powers, privileges and duties of the retiring Administrative Agent, and the retiring Administrative Agent shall be an incorporated bank or trust company. (c) If discharged from its duties and obligations hereunder. The fees payable by the Company to a successor Administrative Agent shall not have been so appointed within said thirty (30) Business Day periodbe the same as those payable to its predecessor unless otherwise agreed between the Company and such successor. After the Administrative Agent’s resignation hereunder, the provisions of this Article and Section 11.03 shall continue in effect for the benefit of such retiring Administrative Agent, with the consent its sub agents and their respective Related Parties in respect of Company, shall then appoint a successor Administrative Agent who shall serve any actions taken or omitted to be taken by any of them while it was acting as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided aboveAgent. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth (30th) Business Day after the date such notice of resignation was given by Administrative Agent, Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ prior written notice to Company Borrower and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses clause (b) and ), (c) below or as otherwise provided (d) below. (b) Upon any such notice of resignationresignation by Administrative Agent, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty (30) 15 Business Day period, Administrative Agent, with the consent of CompanyBorrower, shall then appoint a its successor Administrative Agent who shall serve as Administrative Agent Agent, as the case may be, until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) ), by the thirtieth (30th) 20th Business Day after the date such notice of resignation was given by Administrative Agent, Agent’s as the case may be, such resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ ' prior written notice to Company each Borrower and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company each Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of Companyeach Borrower, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Companyeach Borrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s 's resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Companyeach Borrower, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and ----------------------------------- duties hereunder at any time by giving thirty fifteen (3015) Business Days’ ' prior written notice to Company and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of Company, shall may then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s 's resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ ' prior written notice to Company Borrower and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses clause (b) and ), (c) below or as otherwise provided (d) below. (b) Upon any such notice of resignationresignation by Administrative Agent, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty (30) 15 Business Day period, Administrative Agent, with the consent of CompanyBorrower, shall then appoint a its successor Administrative Agent who shall serve as Administrative Agent Agent, as the case may be, until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) ), by the thirtieth (30th) 20th Business Day after the date such notice of resignation was given by Administrative Agent, Agent’s as the case may be, such resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ ' prior written notice to Company Borrower and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall shall, provided no Event of Default has occurred and is continuing, be reasonably satisfactory to Company Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with with, provided no Event of Default has occurred and is continuing, the consent of CompanyBorrower, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with with, provided no Event of Default has occurred and is continuing, the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s 's resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with with, provided no Event of Default has occurred and is continuing, the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above.. ARTICLE XII

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty (30) Business Daysdays’ prior written notice to Company and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of Company, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Agent’s such resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of Company, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ prior written notice to Company Borrower and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignationresignation by Administrative Agent, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of CompanyBorrower, shall then appoint a its successor Administrative Agent who shall serve as Administrative Agent Agent, as the case may be, until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) ), by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above.

Resignation by Administrative Agent. (a) Subject to the appointment and acceptance of a successor Administrative Agent as provided in this paragraph, the Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty (30) Business Days’ prior written notice to Company notifying the Lenders, the Issuers and the LendersCompany. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall have the right, in consultation with the Company, to appoint a successor. If no successor Administrative Agent who shall be satisfactory to Company and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed by the Required Lenders and shall have accepted such appointment within said thirty (30) Business Day period, Administrative Agent, with 30 days after the consent of Company, shall then appoint a successor retiring Administrative Agent who shall serve as gives notice of its resignation, then the retiring Administrative Agent until such timemay, if any, as on behalf of the Required Lenders, with Lenders and the consent of CompanyIssuers, appoint a successor Administrative Agent which shall be a bank with an office in New York, New York, or an Affiliate of any such bank. Upon the acceptance of its appointment as provided above. (d) If no successor Administrative Agent has been appointed pursuant hereunder by a successor, such successor shall succeed to clause (b) or (c) by and become vested with all the thirtieth (30th) Business Day after rights, powers, privileges and duties of the date such notice of resignation was given by retiring Administrative Agent, Agent’s resignation shall become effective and the Required Lenders shall thereafter perform all the duties of retiring Administrative Agent hereunder until such time, if any, as shall be discharged from its duties and obligations hereunder. The fees payable by the Required Lenders, with the consent of Company, appoint Company to a successor Administrative Agent shall be the same as provided abovethose payable to its predecessor unless otherwise agreed between the Company and such successor. After the Administrative Agent's resignation hereunder, the provisions of this Article and Section 11.03 shall continue in effect for the benefit of such retiring Administrative Agent, its sub agents and their respective Related Parties in respect of any actions taken or omitted to be taken by any of them while it was acting as Administrative Agent.

Resignation by Administrative Agent. (a) Administrative Agent may resign from the performance of all its functions and duties hereunder at any time by giving thirty fifteen (3015) Business Days’ ' prior written notice to Company Borrower and the Lenders. Such resignation shall take effect upon the acceptance by a successor Administrative Agent of appointment pursuant to clauses (b) and (c) below or as otherwise provided below. (b) Upon any such notice of resignation, the Required Lenders shall appoint a successor Administrative Agent who shall be satisfactory to Company Borrower and shall be an incorporated bank or trust company. (c) If a successor Administrative Agent shall not have been so appointed within said thirty fifteen (3015) Business Day period, Administrative Agent, with the consent of CompanyBorrower, shall then appoint a successor Administrative Agent who shall serve as Administrative Agent until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above. (d) If no successor Administrative Agent has been appointed pursuant to clause (b) or (c) by the thirtieth twentieth (30th20th) Business Day after the date such notice of resignation was given by Administrative Agent, Administrative Agent’s 's resignation shall become effective and the Required Lenders shall thereafter perform all the duties of Administrative Agent hereunder until such time, if any, as the Required Lenders, with the consent of CompanyBorrower, appoint a successor Administrative Agent as provided above.