Resignation of the Collateral Agent. The Collateral Agent shall not resign from the obligations and duties hereby imposed on it except upon (a) sixty (60) days’ prior written notice to the Borrower, Collateral Manager, Administrative Agent and each Lender, or (b) the Collateral Agent’s determination that (i) the performance of its duties hereunder is or becomes impermissible under Applicable Law and (ii) there is no reasonable action that the Collateral Agent could take to make the performance of its duties hereunder permissible under Applicable Law. Any such determination permitting the resignation of the Collateral Agent shall be evidenced as to clause (i) above by an Opinion of Counsel to such effect delivered to the Administrative Agent. No such resignation shall become effective until a successor Collateral Agent shall have assumed the responsibilities and obligations of the Collateral Agent hereunder provided that, any successor Collateral Agent shall (y) satisfy all requirements of Section 5.5(d) and (z) be acceptable to the Administrative Agent, the Collateral Manager (if no Collateral Manager Termination Event has occurred) and the Borrower (if no Default or Event of Default has occurred and is continuing) in their respective sole discretion.
Resignation of the Collateral Agent. (a) Subject to the appointment and acceptance of a successor Collateral Agent as provided below, the Collateral Agent may resign at any time by giving at least ninety (90) days’ prior written notice thereof to each Purchaser and the Company. Upon any such resignation, each Purchaser will have the right and responsibility to appoint a successor Collateral Agent, which successor Collateral Agent shall (unless any default or event of default under any Transaction Document has occurred and is continuing) be reasonably acceptable to the Company. If no successor Collateral Agent has been appointed by the Purchasers and has accepted such appointment within ninety (90) days after the retiring Collateral Agent’s giving of written notice of resignation, then such retiring Collateral Agent may apply to any court of competent jurisdiction to appoint a successor Collateral Agent to act until such time, if any, as a successor Collateral Agent is otherwise appointed in accordance with this Section 9.7. Until the appointment of a successor Collateral Agent by such court, such retiring Collateral Agent shall continue to act as Collateral Agent pursuant to the terms of this Agreement and the other Transaction Documents. Any successor Collateral Agent appointed by such court shall immediately and without further act be superseded by any successor Collateral Agent appointed by the Purchasers in accordance with this Section 9.7. Upon its acceptance of appointment as Collateral Agent hereunder, (i) a successor Collateral Agent will thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Collateral Agent and the retiring Collateral Agent will be discharged from its duties and obligations hereunder and each relevant Transaction Document and (ii) the retiring Collateral Agent will promptly transfer all of the Collateral in its possession or control held in the name of the retiring Collateral Agent for the benefit of each Purchaser and will execute and deliver such notices, instructions and assignments as may be necessary or desirable to transfer the rights of the Collateral Agent for the benefit of each Purchaser with respect to such Collateral to the successor Collateral Agent for the benefit of each Purchaser. After the retiring Collateral Agent’s resignation hereunder as Collateral Agent, the provisions of this Section 9 of this Agreement and Section 6.08 of the Security Agreement will continue in effect for its benefit in respe...
Resignation of the Collateral Agent. The Collateral Agent may at any time give notice of its resignation to each Holder, Holdings and the Company. Upon receipt of any such notice of resignation, the Required Holders shall have the right, in consultation with the Company, to appoint a successor. If no such successor shall have been so appointed by the Required Holders and shall have accepted such appointment within thirty (30) days after the retiring Collateral Agent gives notice of its resignation, then such resignation shall nonetheless become effective in accordance with such notice and (a) the retiring Collateral Agent shall be discharged from its duties and obligations hereunder and under the other Note Documents and (b) all payments, communications and determinations provided to be made by, to or through the Collateral Agent shall instead be made by or to each Holder directly, until such time as the Required Holders appoint a successor Collateral Agent as provided for above in this paragraph. Upon the acceptance of a successor’s appointment as Collateral Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Collateral Agent, and the retiring Collateral Agent shall be discharged from all of its duties and obligations hereunder or under the other Note Documents (if not already discharged therefrom as provided above in this paragraph). After the retiring Collateral Agent’s resignation hereunder and under the other Note Documents, the provisions of this Article 10 shall continue in effect for the benefit of such retiring Collateral Agent, its sub-agents and their respective Affiliates in respect of any actions taken or omitted to be taken by any of them while the retiring Collateral Agent was acting as Collateral Agent.
Resignation of the Collateral Agent. The Collateral Agent may resign at any time by providing not less than thirty (30) days’ prior written notice to the Control Party and the Grantor. If a successor Collateral Agent is not appointed by the Grantor within thirty (30) days after the Collateral Agent gives notice of its intent to resign, the retiring Collateral Agent may petition any court of competent jurisdiction to appoint a successor Collateral Agent. The Grantor shall notify the Control Party in writing upon the appointment of a successor Collateral Agent and the agreement by such person to act as successor Collateral Agent in connection with this Section 3.2.
Resignation of the Collateral Agent. The Collateral Agent may resign and a successor Collateral Agent may be appointed as provided in Article VIII of the Revolving Credit Agreement and Article VIII of the Term Loan Agreement.
Resignation of the Collateral Agent. The Collateral Agent may resign by providing the Investors with at least 30 days advanced written notice of its resignation.
Resignation of the Collateral Agent. (a) The Collateral Agent may resign and appoint one of its Affiliates as successor by giving notice to the Pari Passu Creditors and the Parent.
Resignation of the Collateral Agent. Should the Collateral Agent ever cease to be a Lender or a Term Loan B Lender, or should the Collateral Agent ever resign as the Collateral Agent, or should the Collateral Agent ever be removed with cause by unanimous action of all Lenders and Term Loan B Lenders (other than the Lender then acting as the Collateral Agent), then the Lender appointed by the other Lenders and Term Loan B Lenders shall forthwith become the Collateral Agent, and each Grantor and the Lenders and Term Loan B Lenders shall execute such documents as any Lender or Term Loan B Lender may reasonably request to reflect such change. Any resignation or removal of the Collateral Agent shall become effective upon the appointment by the Lenders and Term Loan B Lenders of a successor Collateral Agent; provided, however, that if the Lenders and Term Loan B Lenders fail for any reason to appoint a successor within 60 days after such removal or resignation, Collateral Agent shall thereafter have no obligation to act as Collateral Agent hereunder.
Resignation of the Collateral Agent. Should the Collateral Agent ever cease to be either the Revolving Administrative Agent or the Term Administrative Agent, or should the Collateral Agent ever resign as the Collateral Agent, or should the Collateral Agent ever be removed with cause by the Required Lenders (other than the Lender then acting as the Collateral Agent), then the Revolving Administrative Agent or the Term Administrative Agent appointed by the Required Lenders (other than the Lenders then acting as the Collateral Agent) shall forthwith become the Collateral Agent, and the Borrower, each Grantor, the Revolving Administrative Agent, the Term Administrative Agent, the Revolving Lenders and the Term Lenders shall execute such documents as any Revolving Lender or Term Lender may reasonably request to reflect such change. Any resignation or removal of the Collateral Agent shall become effective upon the appointment by the Required Lenders (other than the Lender then acting as the Collateral Agent) of a successor Collateral Agent; provided, however, that if the Required Lenders fail for any reason to appoint a successor within 60 days after such removal or resignation, the Collateral Agent shall thereafter have no obligation to act as the Collateral Agent hereunder.
Resignation of the Collateral Agent. The Collateral Agent may resign and a successor Collateral Agent may be appointed as provided in the First Lien Intercreditor Agreement.
