Common use of Resignation by the Agent Clause in Contracts

Resignation by the Agent. (a) The 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 15 Business Days' prior written notice to the Borrower and the Banks. In the case of the resignation by the Agent, such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(b) or 11.08(c) or as otherwise provided in Section 11.08(d). (b) Upon any such notice of resignation by the Agent, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the Borrower, shall then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(b) or 11.08(c) by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent may appoint any other Bank which agrees to such appointment to act as successor Agent.

Resignation by the Agent. (a) The 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 15 Business Days' prior written notice to the Borrower and the Banks. In the case of the resignation by the Agent, such Such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(bclauses (b) or 11.08(cand (c) below or as otherwise provided in Section 11.08(d)below. (b) Upon any such notice of resignation by the Agentresignation, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable accept able to the Borrower). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the Borrower, shall then appoint a commercial bank or trust company with capital and surplus of not less than $500,000,000 as successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(bclause (b) or 11.08(c(c) above by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent's resignation shall become effective and the Required Banks shall thereafter perform all the duties of the Agent may appoint hereunder and/or under any other Bank which agrees to Credit Document until such appointment to act time, if any, as the Banks appoint a successor AgentAgent as provided above.

Resignation by the Agent. (a) The Agent may resign from the performance of all of its functions and duties hereunder and/or under the other Credit Loan Documents at any time by giving 15 Business Days' prior written notice to the Borrower and the BanksLenders. In the case of the resignation by the Agent, such Such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(bclauses (b) or 11.08(cand (c) below or as otherwise provided in Section 11.08(d)below. (b) Upon any such notice of resignation by the Agentresignation, the Banks Lenders shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower)company. (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the Borrower, shall Agent may then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks Lenders appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(bclause (b) or 11.08(c(c) above by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent's resignation shall become effective and the Lenders shall thereafter perform all the duties of the Agent may appoint hereunder and/or under any other Bank which agrees to Loan Document until such appointment to act time, if any, as the Lenders appoint a successor AgentAgent as provided above.

Resignation by the Agent. (a) The 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 15 Business Days' prior written notice to the Borrower and the Banks. In the case of the resignation by the Agent, such Such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(bclauses (b) or 11.08(cand (c) below or as otherwise provided in Section 11.08(d)below. (b) Upon any such notice of resignation by the Agentresignation, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the Borrower, shall then appoint a commercial bank or trust company with capital and surplus of not less than $500,000,000 as successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(bclause (b) or 11.08(c(c) above by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent's resignation shall become effective and the Required Banks shall thereafter perform all the duties of the Agent may appoint hereunder and/or under any other Bank which agrees to Credit Document until such appointment to act time, if any, as the Banks appoint a successor AgentAgent as provided above. SECTION 13.

Resignation by the Agent. (a) The Agent may resign from the performance of all its functions and duties hereunder and/or under the other Credit Financing Documents at any time by giving 15 Business Days30 days' prior written notice to the Borrower Borrower, the Fronting Bank and each Lender; provided, however, that if the BanksAgent shall determine, in its sole discretion, that its resignation shall be immediately required by law, no prior notice shall be required. In the case of the resignation by the Agent, such Such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(bclauses (b) or 11.08(cand (c) below or as otherwise provided in Section 11.08(d)below. (b) Upon any such notice of resignation by the Agentresignation, the Banks Borrower shall appoint a successor Agent hereunder or thereunder who which shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood Fronting Bank and agreed that any Bank is deemed to be acceptable to the Borrower)Majority Lenders. (c) If a successor Agent shall not have been so appointed within such 15 Business Day 30 day period, the Agent, with Fronting Bank and the consent of the Borrower, shall Majority Lenders may then appoint a successor Agent reasonably acceptable to the Borrower who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided abovethereunder. (d) If no successor Agent has been appointed pursuant to Section 11.08(bclause (b) or 11.08(c(c) above by the 20th Business Day 35th day after the date such notice of resignation was given by the Agent, the Agent's resignation shall become effective and the Fronting Bank and the Lenders shall thereafter perform all the duties of the Agent may appoint hereunder and/or under any other Bank which agrees to Financing Document until such appointment to act time, if any, as the Borrower appoints a successor AgentAgent as provided above.

Resignation by the Agent. (a) The 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 15 Business Days' ’ prior written notice to the Borrower FSA and the Banks. In the case of the resignation by the Agent, such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(b11.09(b) or 11.08(c11.09(c) or as otherwise provided in Section 11.08(d)herein. (b) Upon any such notice of resignation by the Agent, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower FSA (it being understood and agreed that any Bank is deemed to be acceptable to the BorrowerFSA). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the BorrowerFSA, shall then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided aboveherein. (d) If no successor Agent has been appointed pursuant to Section 11.08(b11.09(b) or 11.08(c11.09(c) by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent’s resignation shall become effective and the Banks shall thereafter perform all the duties of the Agent may appoint hereunder and/or under any other Bank which agrees to Credit Document until such appointment to act time, if any, as the Banks appoint a successor AgentAgent as provided herein.

Resignation by the Agent. (a) The 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 15 Business Days' ’ prior written notice to the Borrower and the Banks. In the case of the resignation by the Agent, such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(b) or 11.08(c) or as otherwise provided in Section 11.08(d). (b) Upon any such notice of resignation by the Agent, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the Borrower, shall then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(b) or 11.08(c) by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent may appoint any other Bank which agrees to such appointment to act as successor Agent.

Resignation by the Agent. (a) The 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 15 Business Days' prior written notice to the Borrower FSA and the Banks. In the case of the resignation by the Agent, such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(b11.09(b) or 11.08(c11.09(c) or as otherwise provided in Section 11.08(d)herein. (b) Upon any such notice of resignation by the Agent, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower FSA (it being understood and agreed that any Bank is deemed to be acceptable to the BorrowerFSA). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the BorrowerFSA, shall then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided aboveherein. (d) If no successor Agent has been appointed pursuant to Section 11.08(b11.09(b) or 11.08(c) by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent may appoint any other Bank which agrees to such appointment to act as successor Agent.11.09

Resignation by the Agent. (a) The 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 15 Business Days' " prior written notice to the Borrower Borrowers and the Banks. In the case of the resignation by the Agent, such Such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(bclauses (b) or 11.08(cand (c) below or as otherwise provided in Section 11.08(d)below. (b) Upon any such notice of resignation by the Agentresignation, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower)Borrowers. (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the BorrowerBorrowers, shall then appoint a commercial bank or trust company with capital and surplus of not less than $500,000,000 as successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(bclause (b) or 11.08(c(c) above by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent"s resignation shall become effective and the Required Banks shall thereafter perform all the duties of the Agent may appoint hereunder and/or under any other Bank which agrees to Credit Document until such appointment to act time, if any, as the Banks appoint a successor AgentAgent as provided above.

Resignation by the Agent. (a) The 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 15 Business Days' prior written notice to the Borrower and the Banks. In the case of the resignation by the Agent, such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(b10.08(b) or 11.08(c10.08(c) or as otherwise provided in Section 11.08(d10.08(d). (b) Upon any such notice of resignation by the Agent, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the Agent, with the consent of the Borrower, shall then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(b10.08(b) or 11.08(c10.08(c) by the 20th Business Day after the date such notice of resignation was given by the Agent, the Agent may appoint any other Bank which agrees to such appointment to act as successor Agent.

Resignation by the Agent. (a) The 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 15 Business Days' prior written notice to the Borrower and the Banks. In the case of the resignation by the Agent, such Such resignation shall take effect upon the appointment of a successor Agent pursuant to Section 11.08(bclauses (b) or 11.08(cand (c) below or as otherwise provided in Section 11.08(d)below. (b) Upon any such notice of resignation by the Agentresignation, the Banks shall appoint a successor Agent hereunder or thereunder who shall be a commercial bank or trust company reasonably acceptable to the Borrower (it being understood and agreed that any Bank is deemed to be acceptable to the Borrower). (c) If a successor Agent shall not have been so appointed within such 15 Business Day period, the resigning Agent, with the consent of the Borrower, shall then appoint a successor Agent who shall serve as Agent hereunder or thereunder until such time, if any, as the Banks appoint a successor Agent as provided above. (d) If no successor Agent has been appointed pursuant to Section 11.08(bclause (b) or 11.08(c(c) above by the 20th Business Day after the date such notice of resignation was given by the such Agent, such Agent's resignation shall become effective and the Required Banks shall thereafter perform all the duties of such Agent may appoint hereunder and/or under any other Bank which agrees to Credit Document until such appointment to act time, if any, as the Banks appoint a successor AgentAgent as provided above.