Common use of Resignation by Agent Clause in Contracts

Resignation by Agent. Agent may at any time give notice of its resignation to Lenders, the L/C Issuer and Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with 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 Required Lenders and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may on behalf of Lenders and the L/C Issuer, appoint a successor Agent meeting the qualifications set forth above; provided that if Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under the other Loan Documents (except that in the case of any collateral security held by Agent on behalf of the Lenders or the L/C Issuer under any of the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring 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). The fees payable by Borrower to a successor Agent shall be the same as those payable to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring 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.

Resignation by Agent. Agent may at any time give notice of its resignation to Lenders, the L/C Issuer Lenders and Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with 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 Required Lenders and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may on behalf of Lenders and the L/C IssuerLenders, appoint a successor Agent meeting the qualifications set forth above; provided that if Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under the other Loan Documents (except that in the case of any collateral security held by Agent on behalf of the Lenders or the L/C Issuer under any of the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring 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). The fees payable by Borrower to a successor Agent shall be the same as those payable to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring 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.

Resignation by Agent. Agent may at any time give notice of its resignation to LendersXxxxxxx, the L/C Issuer and BorrowerXxxxxxxx. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with BorrowerXxxxxxxx, 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 Required Lenders and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may on behalf of Lenders Xxxxxxx and the L/C Issuer, appoint a successor Agent meeting the qualifications set forth above; provided that if Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under the other Loan Documents (except that in the case of any collateral security held by Agent on behalf of the Lenders or the L/C Issuer under any of the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring 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). The fees payable by Borrower to a successor Agent shall be the same as those payable to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring 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.

Resignation by Agent. An Agent's status as Agent under this Agreement shall automatically terminate fifteen (15) days after the closing or liquidation of such Agent or fifteen (15) days after such Agent is adjudicated insolvent. Additionally, Agent may resign its position as Agent at any time give by giving at least thirty (30) days written notice of its resignation thereof to AMRESCO and the other Lenders, the L/C Issuer and Borrower. Upon receipt any such occurrence causing a termination of any Agent or the delivery of such notice of resignationresignation from Agent, the Required Lenders and AMRESCO shall have the right, in consultation with Borrower, to appoint select 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 Statessuccessor Agent. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment AMRESCO cannot agree upon the choice of the successor Agent within 30 ten (10) days after the retiring Agent gives occurrence causing a termination in the case of a termination of Agent, or ten (10) days prior to the effective resignation date set forth in Agent's resignation notice in the case of its resignationa resignation by Agent, then the retiring Designated Successor Agent may on behalf shall become the successor Agent. AMRESCO shall be entitled to participate in the selection of Lenders and the L/C Issuerreplacement Agent only prior to the occurrence of a Default. Upon any such termination or resignation, appoint a (a) the successor Agent meeting the qualifications set forth above; provided that if shall automatically be vested with all rights, powers and privileges and be bound to all duties, obligations and responsibilities of Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under this Agreement and the other Loan Documents and shall thereafter be deemed the "Agent" for all purposes under the Loan Documents and (except that b) such terminating or resigning Agent shall act only in a custodial capacity for the case holding by it of any collateral security funds theretofore received from Borrowers and any such funds shall be held by Agent on behalf in trust for the benefit of the Lenders or Borrowers, as the L/C Issuer under any of case may be. Additionally, upon the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor becoming Agent as provided for above in this Section. Upon Section 10.13, the acceptance of a successor’s appointment as terminating or resigning Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring new Agent shall be discharged from all execute such documents as any Lender may reasonably request to reflect such succession. All costs incurred in connection with the execution of its duties and obligations hereunder or under the other Loan Documents (if not already discharged therefrom as provided above in this Section). The fees payable by Borrower to a successor Agent such documents shall be the same as those payable paid by Lenders in proportion to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other each Lender's Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring 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 AgentPercentage.

Resignation by Agent. An Agent's status as Agent under this Agreement shall automatically terminate fifteen (15) days after the closing or liquidation of such Agent or fifteen (15) days after such Agent is adjudicated insolvent. Additionally, Agent may resign its position as Agent at any time give by giving at least thirty (30) days written notice of its resignation thereof to AMRESCO and the other Lenders, the L/C Issuer and Borrower. Upon receipt any such occurrence causing a termination of any Agent or the delivery of such notice of resignationresignation from Agent, the Required Lenders and AMRESCO shall have the right, in consultation with Borrower, to appoint select 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 Statessuccessor Agent. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment AMRESCO cannot agree upon the choice of the successor Agent within 30 ten (10) days after the retiring Agent gives occurrence causing a termination in the case of a termination of Agent, or ten (10) days prior to the effective resignation date set forth in Agent's resignation notice in the case of its resignationa resignation by Agent, then the retiring Designated Successor Agent may on behalf shall become the successor Agent. AMRESCO shall be entitled to participate in the selection of Lenders and the L/C Issuerreplacement Agent only prior to the occurrence of a Default. Upon any such termination or resignation, appoint a (a) the successor Agent meeting the qualifications set forth above; provided that if shall automatically be vested with all rights, powers and privileges and be bound to all duties, obligations and responsibilities of Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under this Agreement and the other Loan Documents and shall thereafter be deemed the "Agent" for all purposes under the Loan Documents and (except that b) such terminating or resigning Agent shall act only in a custodial capacity for the case holding by it of any collateral security held by Agent on behalf of the Lenders or the L/C Issuer under funds theretofore received from Borrowers and any of the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring Agent funds 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 held in this Section). The fees payable by Borrower to a successor Agent shall be the same as those payable to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect trust for the benefit of Lenders or Borrowers, as the case may be. Additionally, upon the successor Agent becoming Agent as provided in this Section 10.13, the terminating or resigning Agent and the new Agent shall execute such retiring Agent, its sub agents and their respective Related Parties documents as any Lender may reasonably request to reflect such succession. All costs incurred in respect connection with the execution of any actions taken or omitted such documents shall be paid by Lenders in proportion to be taken by any of them while the retiring Administrative Agent was acting as Administrative Agenteach Lender's Aggregate Loan Percentage.

Resignation by Agent. An Agent's status as Agent under this Agreement shall automatically terminate 15 days after the closing or liquidation of such Agent or 15 days after such Agent is adjudicated insolvent. Additionally, Agent may resign its position as Agent at any time give by giving at least 30 days written notice of its resignation thereof to Borrower and the other Lenders, the L/C Issuer and Borrower. Upon receipt any such occurrence causing a termination of any Agent or the delivery by Agent of such notice of resignation, the Required Lenders and Borrower shall have the right, in consultation with Borrower, to appoint select 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 Statessuccessor Agent. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment Borrower cannot agree upon the choice of the successor Agent within 30 10 days after the retiring Agent gives occurrence causing a termination in the case of a termination of Agent, or 10 days prior to the effective resignation date set forth in Agent's resignation notice in the case of its resignationa resignation by Agent, then the retiring Designated Successor Agent may on behalf shall become the successor Agent. Borrower shall be entitled to participate in the selection of Lenders and the L/C Issuerreplacement Agent only if a Default or Event of Default is not then continuing. Upon any such termination or resignation, appoint a (a) the successor Agent meeting the qualifications set forth above; provided that if shall automatically be vested with all rights, powers and privileges and be bound to all duties, obligations and responsibilities of Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under this Agreement and the other Loan Documents and shall thereafter be deemed the "AGENT" for all purposes under the Loan Documents and (except that b) such terminating or resigning Agent shall act only in a custodial capacity for the case holding by it of any collateral security held by Agent on behalf funds theretofore received from Borrower for the account of the Lenders or Borrower, as the L/C Issuer under any of case may be. Additionally, upon the Loan Documentssuccessor Agent becoming the "AGENT" as provided in this SECTION 9.13, the retiring terminating or resigning Agent and the new Agent shall continue execute such documents as any Lender may reasonably request to hold reflect such collateral security until succession. All costs incurred in connection with the execution of such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to documents shall be made by, to or through Agent shall instead be made paid by or Lenders in proportion to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring Agent shall be discharged from all of its duties and obligations hereunder or under the other Lender's Loan Documents (if not already discharged therefrom as provided above in this Section). The fees payable by Borrower to a successor Agent shall be the same as those payable to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring 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 AgentPercentage.

Resignation by Agent. An Agent's status as Agent under this Agreement shall automatically terminate fifteen (15) days after the closing or liquidation of such Agent or fifteen (15) days after such Agent is adjudicated insolvent. Additionally, Agent may resign its position as Agent at any time give by giving at least thirty (30) days written notice of its resignation thereof to AMRESCO and the other Lenders, the L/C Issuer and Borrower. Upon receipt any such occurrence causing a termination of any Agent or the delivery of such notice of resignationresignation from Agent, the Required Lenders and AMRESCO shall have the right, in consultation with Borrower, to appoint select 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 Statessuccessor Agent. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment AMRESCO cannot agree upon the choice of the successor Agent within 30 ten (10) days after the retiring Agent gives occurrence causing a termination in the case of a termination of Agent, or ten (10) days prior to the effective resignation date set forth in Agent's resignation notice in the case of its resignationa resignation by Agent, then the retiring Designated Successor Agent may on behalf shall become the successor Agent. AMRESCO shall be entitled to participate in the selection of Lenders and the L/C Issuerreplacement Agent only prior to the occurrence of a Default. Upon any such termination or resignation, appoint a (a) the successor Agent meeting the qualifications set forth above; provided that if shall automatically be vested with all rights, powers and privileges and be bound to all duties, obligations and responsibilities of Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under this Agreement and the other Loan Documents and shall thereafter be deemed the "Agent" for all purposes under the Loan Documents and (except that b) such terminating or resigning Agent shall act only in a custodial capacity for the case holding by it of any collateral security held by Agent on behalf of the Lenders or the L/C Issuer under funds theretofore received from Borrower and any of the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring Agent funds 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 held in this Section). The fees payable by Borrower to a successor Agent shall be the same as those payable to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect trust for the benefit of Lenders or Borrower, as the case may be. Additionally, upon the successor Agent becoming Agent as provided in this Section 10.13, the terminating or resigning Agent and the new Agent shall execute such retiring Agent, its sub agents and their respective Related Parties documents as any Lender may reasonably request to reflect such succession. All costs incurred in respect connection with the execution of any actions taken or omitted such documents shall be paid by Lenders in proportion to be taken by any of them while the retiring Administrative Agent was acting as Administrative Agenteach Lender's Aggregate Loan Percentage.

Resignation by Agent. An Agent's status as Agent under this -------------------- Agreement shall automatically terminate fifteen (15) days after the closing or liquidation of such Agent or fifteen (15) days after such Agent is adjudicated insolvent. Additionally, Agent may resign its position as Agent at any time give by giving at least thirty (30) days written notice of its resignation thereof to Borrowers and the other Lenders, the L/C Issuer and Borrower. Upon receipt any such occurrence causing a termination of any Agent or the delivery of such notice of resignationresignation from Agent, the Required Lenders and Borrowers shall have the right, in consultation with Borrower, to appoint select 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 Statessuccessor Agent. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment Borrowers cannot agree upon the choice of the successor Agent within 30 ten (10) days after the retiring Agent gives occurrence causing a termination in the case of a termination of Agent, or ten (10) days prior to the effective resignation date set forth in Agent's resignation notice in the case of its resignationa resignation by Agent, then the retiring Designated Successor Agent may on behalf shall become the successor Agent. Borrowers shall be entitled to participate in the selection of Lenders and the L/C Issuerreplacement Agent only prior to the occurrence of a Default. Upon any such termination or resignation, appoint a (a) the successor Agent meeting the qualifications set forth above; provided that if shall automatically be vested with all rights, powers and privileges and be bound to all duties, obligations and responsibilities of Agent shall notify Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Agent shall be discharged from its duties and obligations hereunder and under this Agreement and the other Loan Documents and shall thereafter be deemed the "Agent" for all purposes under the Loan Documents and (except that b) such terminating or resigning Agent shall act only in a custodial capacity for the case holding by it of any collateral security funds theretofore received from Borrowers and any such funds shall be held by Agent on behalf in trust for the benefit of the Lenders or Borrowers, as the L/C Issuer under any of case may be. Additionally, upon the Loan Documents, the retiring Agent shall continue to hold such collateral security until such time as a successor Agent is appointed) and (2) all payments, communications and determinations provided to be made by, to or through Agent shall instead be made by or to each Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor becoming Agent as provided for above in this Section. Upon Section 9.13, the acceptance of a successor’s appointment as terminating or resigning Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Agent, and the retiring new Agent shall be discharged from all ------------ execute such documents as any Lender may reasonably request to reflect such succession. All costs incurred in connection with the execution of its duties and obligations hereunder or under the other Loan Documents (if not already discharged therefrom as provided above in this Section). The fees payable by Borrower to a successor Agent such documents shall be the same as those payable paid by Lenders in proportion to its predecessor unless otherwise agreed between Borrower and such successor. After the retiring Agent’s resignation hereunder and under the other each Lender's Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring 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 AgentPercentage.