Common use of Resignation of Issuing Bank Clause in Contracts

Resignation of Issuing Bank. Any Issuing Bank may resign as an “Issuing Bank” hereunder upon thirty (30) days’ prior written notice to the Administrative Agent, the Lenders and the Borrower; provided that on or prior to the expiration of such thirty (30)-day period with respect to such resignation, the relevant Issuing Bank shall have identified a successor Issuing Bank reasonably acceptable to the Borrower willing to accept its appointment as successor Issuing Bank, and the effectiveness of such resignation shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the resigning Issuing Bank except as expressly provided above. The Borrower may terminate the appointment of any Issuing Bank as an “Issuing Bank” hereunder by providing a written notice thereof to such Issuing Bank, with a copy to the Administrative Agent. Any such termination shall become effective upon the earlier of (i) such Issuing Bank acknowledging receipt of such notice and (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero (0). At the time any such resignation or termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the resigning or terminated Issuing Bank pursuant to Section 2.13(c). Notwithstanding the effectiveness of any such resignation or termination, the resigning or terminated Issuing Bank shall remain a party hereto and shall continue to have all the rights of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such resignation or termination, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of Credit.

Resignation of Issuing Bank. Any The Issuing Bank (i) may resign as an “Issuing Bank or (ii) shall resign if such resignation is requested by the Required Lenders (if the Issuing Bank is a Lender, the Issuing Bank” hereunder upon 's Loans and its Commitment shall be considered in determining whether the Required Lenders have requested such resignation) or required by Section 5.04(b), in either case of (i) or (ii) by giving not less than thirty (30) days’ ' prior written notice to the Administrative Agent, the Lenders and the BorrowerCompany; provided that on the Issuing Bank may only be replaced if all Letters of Credit have expired or prior to been terminated or replaced. If the expiration of such thirty (30)-day period with respect to such resignation, the relevant Issuing Bank shall have identified a successor Issuing Bank reasonably acceptable to resign under this Agreement, then either (a) the Borrower willing to accept its appointment as successor Issuing Bank, and the effectiveness of such resignation Required Lenders shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank, subject to the consent of the Company (unless and until an Event of Default has occurred and is continuing after which no consent of the Company shall be required), such consent not to be unreasonably withheld, or (b) if a successor Issuing Bank hereunder; provided that shall not be so appointed and approved within the thirty (30) day period following such Issuing Bank's notice to the Lenders of its resignation, then such Issuing Bank shall appoint, with the consent of the Company (unless and until an Event of Default has occurred and is continuing after which no failure by consent of the Borrower Company shall be required), such consent not to be unreasonably withheld, a successor Issuing Bank, until such time as the Required Lenders appoint any and the Company consents to the appointment of a successor Issuing Bank. Upon its appointment pursuant to either clause (a) or (b) above, such successor Issuing Bank shall affect succeed to the rights, powers and duties of such Issuing Bank and the term "Issuing Bank" shall mean such successor Issuing Bank, effective upon its appointment, and the former Issuing Bank's rights, powers and duties as Issuing Bank shall be terminated without any other or further act or deed on the part of such former Issuing Bank or any of the parties to this Agreement. After the resignation of the resigning Issuing Bank except as expressly provided above. The Borrower may terminate hereunder, the appointment provisions of any Sections 2.10(i) and (j) and 12.03 shall inure to the benefit of such former Issuing Bank as an “Issuing Bank” hereunder by providing a written notice thereof to and such Issuing Bank, with a copy to the Administrative Agent. Any such termination shall become effective upon the earlier of (i) such Issuing Bank acknowledging receipt of such notice and (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero (0). At the time any such resignation or termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the resigning or terminated Issuing Bank pursuant to Section 2.13(c). Notwithstanding the effectiveness of any such resignation or termination, the resigning or terminated former Issuing Bank shall remain a party hereto and shall continue not by reason of such resignation be deemed to have all the rights of be released from liability for any actions taken or not taken by it while it was an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such resignation or termination, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of CreditAgreement.

Resignation of Issuing Bank. Any Notwithstanding anything to the contrary contained herein, any Issuing Bank may may, upon thirty days’ notice to the Borrower and the Revolving Lxxxxxx, resign as an “Issuing Bank” hereunder upon thirty (30) days’ prior written notice to the Administrative Agent, the Lenders and the Borrower; provided that on or prior to the expiration of such thirty (30)-day 30-day period with respect to such resignation, the relevant Issuing Bank shall have identified a successor Issuing Bank reasonably acceptable to the Borrower willing to accept its appointment as successor Issuing Bank, and the effectiveness of such resignation shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing BankBank hereunder. In the event of any such resignation as of an Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders willing to accept such appointment a successor Issuing Bank hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the resigning relevant Issuing Bank except as expressly provided above. The Borrower may terminate the appointment of any If an Issuing Bank resigns as an “Issuing Bank” hereunder by providing a written notice thereof to such Issuing Bank, it shall retain all the rights and obligations of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Letters of Credit pursuant to Section 2.04(c)). Upon the appointment by the Borrower of a copy to the Administrative Agent. Any such termination successor Issuing Bank hereunder (which successor shall become effective upon the earlier of in all cases be a Lender other than a Defaulting Lender), (i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank acknowledging receipt of such notice and Bank, (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero (0). At the time any such resignation or termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the resigning or terminated Issuing Bank pursuant to Section 2.13(c). Notwithstanding the effectiveness of any such resignation or termination, the resigning or terminated retiring Issuing Bank shall remain a party hereto be discharged from all of their respective duties and shall continue to have all obligations hereunder or under the rights of an other Loan Documents, and (iii) the successor Issuing Bank under this Agreement 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 retiring Issuing Bank to effectively assume the obligations of the retiring Issuing Bank with respect to such Letters of Credit issued by it prior to such resignation or termination, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of Credit.

Resignation of Issuing Bank. Any The Issuing Bank may resign as an “Issuing Bank” hereunder Bank upon thirty (30) days’ days prior written notice to the Administrative Agent, the Lenders and Borrower. The Issuing Bank may be replaced at any time by written agreement among the Borrower; provided that on or prior to the expiration of such thirty (30)-day period with respect to such resignation, the relevant Administrative Agent, the replaced Issuing Bank (provided, that the replaced Issuing Bank shall have identified a successor not be required to execute or deliver any written agreement if the replaced Issuing Bank reasonably acceptable to has no Letters of Credit or reimbursement obligations with respect thereto outstanding; provided, further, that the Borrower willing to accept its appointment as shall promptly notify the Issuing Bank upon the execution and delivery of any such written agreement by the parties thereto) and the successor Issuing Bank, and . The Administrative Agent shall notify the effectiveness of such resignation shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing Bank. In the event Lenders of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation replacement of the resigning Issuing Bank except as expressly provided above. The Borrower may terminate the appointment of any Issuing Bank as an “Issuing Bank” hereunder by providing a written notice thereof to such Issuing Bank, with a copy to the Administrative Agent. Any such termination shall become effective upon the earlier of (i) such Issuing Bank acknowledging receipt of such notice and (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero (0). At the time any such replacement or resignation or termination shall become effective, the Borrower shall (i) pay all unpaid fees and other amounts accrued for the account of the resigning or terminated replaced Issuing Bank pursuant and (ii) Cash Collateralize or replace any existing Letters of Credit or cause a bank or other financial institution reasonably acceptable to Section 2.13(c)the replaced Issuing Bank to issue backstop letters of credit (naming the replaced Issuing Bank as the beneficiary thereof and otherwise in form and substance satisfactory to the replaced Issuing Bank) in respect of existing Letters of Credit, in each case on terms satisfactory to the replaced Issuing Bank. Notwithstanding From and after the effectiveness effective date of any such replacement or resignation, (i) any successor Issuing Bank shall have all the rights and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit to be issued thereafter and (ii) references herein to the term “Issuing Bank” shall be deemed to refer to such successor or to any previous Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the replacement or resignation or terminationof an Issuing Bank hereunder, the resigning or terminated replaced Issuing Bank shall remain a party hereto to the extent that Letters of Credit issued by it remain outstanding and shall continue to have all the rights and obligations of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such resignation replacement or terminationresignation, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of Credit.

Resignation of Issuing Bank. Any The Issuing Bank may resign as an “Issuing Bank” hereunder upon thirty (30) 30 days’ prior written notice to the Administrative Agent, the Lenders and the Borrower; provided that on or prior to the expiration of such thirty (30)-day 30-day period with respect to such resignation, the relevant Issuing Bank shall have identified a successor Issuing Bank reasonably acceptable to the Borrower willing to accept its appointment as successor Issuing Bank, and the effectiveness of such resignation shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing Bank. In the event of any such resignation as Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders a successor Issuing Bank hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the resigning Issuing Bank except as expressly provided above. The Borrower may terminate the appointment of any the Issuing Bank as an “Issuing Bank” hereunder by providing a written notice thereof to such the Issuing Bank, with a copy to the Administrative Agent. Any such termination shall become effective upon the earlier of (i) such the Issuing Bank acknowledging receipt of such notice and (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such the Issuing Bank (or its Affiliates) shall have been reduced to zero (0)zero. At the time any such resignation or termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the resigning or terminated Issuing Bank pursuant to Section 2.13(c2.14(c). Notwithstanding the effectiveness of any such resignation or termination, the resigning or terminated Issuing Bank shall remain a party hereto and shall continue to have all the rights of an Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such resignation or termination, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of Credit.

Resignation of Issuing Bank. Any Notwithstanding anything to the contrary contained herein, any Issuing Bank may resign as an “Issuing Bank” hereunder may, upon thirty (30) days’ prior written notice to the Administrative Agent, the Lenders Borrower and the BorrowerRevolving Lenders, resign as an Issuing Bank; provided that on or prior to the expiration of such thirty (30)-day 30-day period with respect to such resignation, the relevant Issuing Bank shall have identified a successor Issuing Bank reasonably acceptable to the Borrower willing to accept its appointment as successor Issuing Bank, and the effectiveness of such resignation shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing BankXxxxxxx Bank hereunder. In the event of any such resignation as of an Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders willing to accept such appointment a successor Issuing Bank hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the resigning relevant Issuing Bank Bank, except as expressly provided above. The Borrower may terminate the appointment of any If an Issuing Bank resigns as an “Issuing Bank” hereunder by providing a written notice thereof to such Issuing Bank, it shall retain all the rights and obligations of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Letters of Credit pursuant to Section 2.04(c)). Upon the appointment by the Borrower of a copy to the Administrative Agent. Any such termination successor Issuing Bank hereunder (which successor shall become effective upon the earlier of in all cases be a Lender other than a Defaulting Lender), (i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank acknowledging receipt of such notice and Bank, (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero (0). At the time any such resignation or termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the resigning or terminated Issuing Bank pursuant to Section 2.13(c). Notwithstanding the effectiveness of any such resignation or termination, the resigning or terminated retiring Issuing Bank shall remain a party hereto be discharged from all of their respective duties and shall continue to have all obligations hereunder or under the rights of an other Loan Documents, and (iii) the successor Issuing Bank under this Agreement 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 retiring Issuing Bank to effectively assume the obligations of the retiring Issuing Bank with respect to such Letters of Credit issued by it prior to such resignation or termination, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of Credit.

Resignation of Issuing Bank. Any Notwithstanding anything to the contrary contained herein, any Issuing Bank may may, upon thirty days’ notice to the Borrower and the Revolving Xxxxxxx, resign as an “Issuing Bank” hereunder upon thirty (30) days’ prior written notice to the Administrative Agent, the Lenders and the Borrower; provided that on or prior to the expiration of such thirty (30)-day 30-day period with respect to such resignation, the relevant Issuing Bank shall have identified a successor Issuing Bank reasonably acceptable to the Borrower willing to accept its appointment as successor Issuing Bank, and the effectiveness of such resignation shall be conditioned upon such successor assuming the rights and duties of the resigning Issuing BankBank hereunder. In the event of any such resignation as of an Issuing Bank, the Borrower shall be entitled to appoint from among the Lenders willing to accept such appointment a successor Issuing Bank hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the resigning relevant Issuing Bank Bank, except as expressly provided above. The Borrower may terminate the appointment of any If an Issuing Bank resigns as an “Issuing Bank” hereunder by providing a written notice thereof to such Issuing Bank, it shall retain all the rights and obligations of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Letters of Credit pursuant to Section 2.04(c)). Upon the appointment by the Borrower of a copy to the Administrative Agent. Any such termination successor Issuing Bank hereunder (which successor shall become effective upon the earlier of in all cases be a Lender other than a Defaulting Lender), (i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank acknowledging receipt of such notice and Bank, (ii) the third (3rd) Business Day following the date of the delivery thereof; provided that no such termination shall become effective until and unless the LC Exposure attributable to Letters of Credit issued by such Issuing Bank (or its Affiliates) shall have been reduced to zero (0). At the time any such resignation or termination shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the resigning or terminated Issuing Bank pursuant to Section 2.13(c). Notwithstanding the effectiveness of any such resignation or termination, the resigning or terminated retiring Issuing Bank shall remain a party hereto be discharged from all of their respective duties and shall continue to have all obligations hereunder or under the rights of an other Loan Documents, and (iii) the successor Issuing Bank under this Agreement 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 retiring Issuing Bank to effectively assume the obligations of the retiring Issuing Bank with respect to such Letters of Credit issued by it prior to such resignation or termination, but shall not be required to issue any additional Letters of Credit or to extend, reinstate, or otherwise amend any then-existing Letter of Credit.