Common use of Resignation of the Common Security Agent Clause in Contracts

Resignation of the Common Security Agent. (a) The Common Security Agent may resign and appoint one of its Affiliates as successor by giving notice to the Primary Creditors and the Parent. (b) Alternatively the Common Security Agent may (after having consulted with the Parent) resign by giving 30 days’ notice to the Primary Creditors and the Parent, in which case the Majority Super Senior Creditors and the Required Pari Passu Creditors may appoint a successor Common Security Agent. (c) If the Majority Super Senior Creditors and the Required Pari Passu Creditors have not appointed a successor Common Security Agent in accordance with paragraph (b) above within 20 days after notice of resignation was given, the retiring Common Security Agent (after consultation with the Creditor Representatives and the Hedge Counterparties) may appoint a successor Common Security Agent. (d) The retiring Common Security Agent shall, at its own cost, make available to the successor Common Security Agent such documents and records and provide such assistance as the successor Common Security Agent may reasonably request for the purposes of performing its functions as Common Security Agent under the Debt Documents. (e) The Common Security Agent’s resignation notice shall only take effect upon: (i) the appointment of a successor; and (ii) the transfer of all the Security Property to that successor. (f) Upon the appointment of a successor, the retiring Common Security Agent shall be discharged from any further obligation in respect of the Debt Documents (other than its obligations under paragraph (b) of Clause 21.25 (Winding up of trust) and paragraph (d) above) but shall remain entitled to the benefit of this Clause 21 and Clause 27.1 (Indemnity to the Common Security Agent) (and any Common Security Agent fees for the account of the retiring Common Security Agent shall cease to accrue from (and shall be payable on) that date). Any successor and each of the other Parties shall have the same rights and obligations among themselves as they would have had if that successor had been an original Party.

Resignation of the Common Security Agent. (a) The Common Security Agent may resign and appoint one of its Affiliates as successor by giving notice to the Primary Secured Creditors and the ParentCompany. (b) Alternatively the Common Security Agent may (after having consulted with the Parent) resign by giving 30 days’ notice to the Primary Secured Creditors and the ParentCompany, in which case the Majority Super Senior Creditors and the Required Pari Passu Creditors Instructing Group may appoint a successor Common Security Agent.Agent.‌ (c) If the Majority Super Senior Creditors and the Required Pari Passu Creditors have Instructing Group has not appointed a successor Common Security Agent in accordance with paragraph (b) above within 20 days after notice of resignation was given, the retiring Common Security Agent (after consultation with the Creditor Representatives and the Hedge Counterparties) may appoint a successor Common Security Agent. (d) The retiring Common Security Agent shall, at its own cost, shall make available to the successor Common Security Agent such documents and records and provide such assistance as the successor Common Security Agent may reasonably request for the purposes of performing its functions as Common Security Agent under the Debt Secured Documents.. The Company shall, within three (3) Business Days of demand, reimburse the retiring Common Security Agent for the amount of all costs and expenses (including legal fees) properly incurred by it in making available such documents and records and providing such assistance.‌ (e) The Common Security Agent’s resignation notice shall only take effect upon: (i) the appointment of a successor; and (ii) the transfer of all the rights of the Common Security Property Agent under the Transaction Security Documents to that successor. (f) Upon the appointment of a successor, the retiring Common Security Agent shall be discharged from any further obligation in respect of the Debt Secured Documents (other than its obligations under paragraph (b) of Clause 21.25 13.21 (Winding up Termination of trustAgency and Representation) and paragraph (d) above) but shall remain entitled to the benefit of this Clause 21 13 and Clause 27.1 17.1 (Indemnity to the Common Security Agent) (and any Common Security Agent fees for the account of the retiring Common Security Agent shall cease to accrue from (and shall be payable on) that date). Any successor and each of the other Parties shall have the same rights and obligations among amongst themselves as they would have had if that successor had been an original Party. (g) The Instructing Group may, by notice to the Common Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Common Security Agent shall resign in accordance with paragraph (b) above.

Resignation of the Common Security Agent. (a) The Common Security Agent may resign and appoint one of its Affiliates as successor by giving notice to the Primary Secured Creditors and the ParentCompany. (b) Alternatively the Common Security Agent may (after having consulted with the Parent) resign by giving 30 days’ notice to the Primary Secured Creditors and the ParentCompany, in which case the Majority Super Senior Creditors and the Required Pari Passu Creditors Instructing Group may appoint a successor Common Security Agent. (c) If the Majority Super Senior Creditors and the Required Pari Passu Creditors have Instructing Group has not appointed a successor Common Security Agent in accordance with paragraph (b) above within 20 days after notice of resignation was given, the retiring Common Security Agent (after consultation with the Creditor Representatives and the Hedge Counterparties) may appoint a successor Common Security Agent. (d) The retiring Common Security Agent shall, at its own cost, shall make available to the successor Common Security Agent such documents and records and provide such assistance as the successor Common Security Agent may reasonably request for the purposes of performing its functions as Common Security Agent under the Debt Secured Documents. The Company shall, within three (3) Business Days of demand, reimburse the retiring Common Security Agent for the amount of all costs and expenses (including legal fees) properly incurred by it in making available such documents and records and providing such assistance. (e) The Common Security Agent’s resignation notice shall only take effect upon: (i) the appointment of a successor; and (ii) the transfer of all the rights of the Common Security Property Agent under the Transaction Security Documents to that successor. (f) Upon the appointment of a successor, the retiring Common Security Agent shall be discharged from any further obligation in respect of the Debt Secured Documents (other than its obligations under paragraph (b) of Clause 21.25 13.21 (Winding up Termination of trustAgency and Representation) and paragraph (d) above) but shall remain entitled to the benefit of this Clause 21 13 and Clause 27.1 17.1 (Indemnity to the Common Security Agent) (and any Common Security Agent fees for the account of the retiring Common Security Agent shall cease to accrue from (and shall be payable on) that date). Any successor and each of the other Parties shall have the same rights and obligations among amongst themselves as they would have had if that successor had been an original Party. (g) The Instructing Group may, by notice to the Common Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Common Security Agent shall resign in accordance with paragraph (b) above.