Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the Owner. (b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the Owner, in which case the Majority Lenders may appoint a successor Facility Agent. (c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent. (d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent. (e) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. (f) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (e) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document. (g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above. (h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 6 contracts
Samples: Credit Facility Agreement (Ocean Rig UDW Inc.), Credit Facility Agreement (DryShips Inc.), Credit Facility Agreement (DryShips Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 4 contracts
Samples: Credit Facility (Tele2 Ab), Loan Facility Agreement (Evraz Group S.A.), Credit Facility (Tele2 Ab)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 4 contracts
Samples: Multicurrency Revolving Credit and Guarantee Facility (Rhodia), Credit Facility Agreement (Valentia Telecommunications), Credit Facility Agreement (Valentia Telecommunications)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written no less than 30 days’ notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the UK.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(hi) Any successor The Facility Agent shall resign in accordance with paragraph (b) above if on or after the date which is six months before the FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents:
(i) the Facility Agent fails to respond to a request under Subclause 14.9 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be located (or will have ceased to be) a branch in London, Luxembourg FATCA Exempt Party on or New York and after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Subclause 14.9 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and in each case the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 3 contracts
Samples: Credit Facilities Agreement (Amec PLC), Credit Facilities Agreement (Amec PLC), Credit Facilities (Amec PLC)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Lxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Lxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of this Clause 32 (The Facility Agent and the Mandated Lead Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Facility Agent, and, subject to paragraph (e) above, it will . Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and a Borrower or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(j) and (in each case) the Borrowers or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beBorrowers or that Lxxxxx, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 3 contracts
Samples: Term Loan Facility (Ardmore Shipping Corp), Term Loan Facility (Ardmore Shipping Corp), Term Loan Facility (Ardmore Shipping Corp)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor by giving notice to the other Finance Parties and the Borrower.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of this Clause 28 (The Facility Agent, and, subject ) and any other provisions of a Finance Document which are expressed to paragraph (e) above, it will have no further obligations limit or exclude its liability in its capacity acting as Facility Agent under any Finance DocumentAgent. Any successor and each of the other Parties shall have the same rights and obligations among themselves as they would have had if such successor had been an original Party.
(g) The After consultation with the Borrower, the Majority Lenders may, by giving 30 days’ notice to the Facility Agent, replace the Facility Agent by appointing a successor Facility Agent.
(h) The retiring Facility Agent shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as Facility Agent under the Finance Documents.
(i) The appointment of the successor Facility Agent shall take effect on the date specified in the notice from the Majority Lenders to the retiring Facility Agent. As from this date, the retiring Facility Agent shall be discharged from any further obligation in respect of the Finance Documents but shall remain entitled to the benefit of this Clause 33 (Set-Off) (and any agency fees for the account of the retiring Facility Agent shall cease to accrue from (and shall be payable on) that date).
(j) Any successor and each of the other Parties shall have the same rights and obligations among themselves as they would have had if such successor had been an original Party.
(k) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent pursuant to paragraph (c) above) if on or after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 11.6 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 11.6 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(l) and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and that Lender, by notice to the Facility Agent, require requires it to resign under paragraph (b) aboveresign.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 2 contracts
Samples: Credit Agreement (DHT Holdings, Inc.), Credit Agreement (DHT Holdings, Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor by giving notice to the other Finance Parties and the Borrowers.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrowers, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of this Clause 32 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Facility Agent, and, subject to paragraph (e) above, it will . Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Borrowers, the Majority Lenders may, by giving 30 days’ notice to the Facility Agent (or, if applicable, at any time the Facility Agent is an Impaired Facility Agent, by giving any shorter notice determined by the Majority Lenders) replace the Facility Agent by appointing a successor Facility Agent (acting through an office in the United Kingdom).
(h) The retiring Facility Agent shall (at its own cost if it is an Impaired Facility Agent and otherwise at the expense of the Lenders) make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as Facility Agent under the Finance Documents.
(i) The appointment of the successor Facility Agent shall take effect on the date specified in the notice from the Majority Lenders to the retiring Facility Agent. As from this date, the retiring Facility Agent shall be discharged from any further obligation in respect of the Finance Documents but shall remain entitled to the benefit of this Clause 32 (and any agency fees for the account of the retiring Facility Agent shall cease to accrue from (and shall be payable on) that date).
(j) Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.
(k) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent pursuant to paragraph (c) above) if on or after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and a Borrower or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(1) and (in each case) the Borrowers or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and the Borrowers or that Lender, by notice to the Facility Agent, require requires it to resign under paragraph (b) aboveresign.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 2 contracts
Samples: Term Loan Facility (Dorian LPG Ltd.), Term Loan Facility (Dorian LPG Ltd.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Company) may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 28. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The Majority Lenders [Reserved].
(h) Provided no Default is outstanding, the Company may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above and the Majority Lenders (in consultation with the Company) shall appoint a successor Facility Agent. The Company may exercise such right to replace the Facility Agent twice during the life of the Facilities.
(hi) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 16.8 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 16.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Liberty Global PLC), Amendment and Restatement Agreement (Liberty Global PLC)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b(b) above within 30 20 days after notice of resignation was givengiven (or such earlier day as may be agreed by the Majority Lenders), the retiring Facility Agent may (but shall not be obliged to), appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own the Borrowers' cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall indemnify the retiring Facility Agent prior to it being required to undertake any actions referred to in this sub-paragraph for the amount of all costs and expenses (including legal fees) to be properly incurred by it in making available such documents and records and providing such assistance.
(e) The retiring Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was (other than its obligations under paragraph (d) above) but shall remain entitled to the benefit of Clause 13.3 (Indemnity to the Facility Agent, and, subject ) and this Clause 29 (The Facility Agent ) and any other provisions of a Finance Document which are expressed to paragraph limit or exclude its liability (eor to indemnify it) above, it will have no further obligations in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b(b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (d) above shall be for the account of the Borrowers.
(h) Any The consent of the Borrowers (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent in accordance with this Agreement.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 11.7 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 11.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 2 contracts
Samples: Facility Agreement (United Maritime Corp), Term Loan Facility (Seanergy Maritime Holdings Corp.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written no less than 30 days’ notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the UK.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(hi) Any successor The Facility Agent shall resign in accordance with paragraph (b) above if on or after the date which is six months before the FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents:
(i) the Facility Agent fails to respond to a request under Subclause 12.9 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be located (or will have ceased to be) a branch in London, Luxembourg FATCA Exempt Party on or New York and after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Subclause 12.9 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and in each case the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 2 contracts
Samples: Credit Facilities Agreement (Amec PLC), Credit Facilities Agreement (Amec PLC)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ ' notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the Owner, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (e) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 2 contracts
Samples: Credit Facility Agreement (Ocean Rig UDW Inc.), Credit Facility Agreement (Ocean Rig UDW Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerObligors’ Agent.
(b) Alternatively the Facility Agent may resign by giving written notice to the other Finance Parties and the OwnerObligors’ Agent, in which case the Majority Lenders (after consultation with the Obligors’ Agent) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Obligors’ Agent) may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall take effect only upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 29. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Obligors’ Agent, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three (3) months before the earliest FATCA Application Date relating to any payment to the Facility Agent orunder the Finance Documents, as either:
(i) the case may Facility Agent fails to respond to a request under Clause 13.6 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.) a FATCA Exempt Party on or after that FATCA Application Date;
Appears in 2 contracts
Samples: Facility Agreement (GDS Holdings LTD), Facility Agreement (GDS Holdings LTD)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Lxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Lxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 31 (The resignation Facility Agent and the Arranger) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 31 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrowers.
(hi) Any successor Facility Agent will be located The consent of any Borrower (or have a branch in London, Luxembourg any other Transaction Obligor) is not required for an assignment or New York and transfer of rights and/or obligations by the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 2 contracts
Samples: Facility Agreement (Okeanis Eco Tankers Corp.), Facility Agreement (Okeanis Eco Tankers Corp.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Company) may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 28. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any Provided no Default is outstanding, the Company may, by notice to the Facility Agent, require it to resign in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above and the Majority Lenders (in consultation with the Company) shall appoint a successor Facility Agent. The Company may exercise such right to replace the Facility Agent twice during the life of the Facilities.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 16.8 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 16.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 2 contracts
Samples: Senior Facilities Agreement (Liberty Global PLC), Super Senior Facilities Agreement (Liberty Global PLC)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ thirty (30) days prior written notice to the other Finance Parties Lenders, the Hedging Banks, the Security Agent, the K-sure Agent and the OwnerBorrower.
(b) Alternatively the Facility Agent may resign by giving written thirty (30) days’ notice to the other Finance Parties and the OwnerBorrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under paragraph (bin accordance with clause 37.11(b) above within 30 thirty (30) days after notice of resignation was given, the Facility Agent (after consultation with the Borrower) may appoint a successor Facility Agent.
(d) The resignation If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under clause 37.11(c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this clause 37 and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent’s normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the The Facility Agent, and, subject to paragraph (e) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document’s resignation notice shall only take effect upon the appointment of a successor.
(g) The appointment of the successor Facility Agent shall take effect on the date specified in the notice from the Majority Lenders to the retiring Facility Agent. As of this date, the retiring Facility Agent shall be discharged from any further obligation in respect of the Finance Documents but shall remain entitled to the benefit of clause 16.3 (Indemnity to the Agents and the Security Agent) and this clause 37 (and any agency fees for the account of the retiring Facility Agent shall cease to accrue from (and shall be payable on) that date. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.
(h) After consultation with the Borrower, the Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in Londonaccordance with clause 37.11(b). in this event, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult shall resign in accordance with the Owner in relation to the identity of such successor Facility Agentclause 37.11(b).
Appears in 2 contracts
Samples: Facility Agreement (Hoegh LNG Partners LP), Facility Agreement (Hoegh LNG Partners LP)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 2 contracts
Samples: Credit Facility Agreement (PPL Corp), Credit Facility Agreement (Royal Ahold)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must consult with the Company prior to the appointment.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.. Table of Contents
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, and after consultation with the Company, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerBorrowers, in which case the Majority Lenders may shall appoint a successor Facility Agentfacility agent of which the Representative Borrower approves, such approval not to be unreasonably withheld or delayed.
(cb) If no successor Facility Agent has been appointed under paragraph (ba) above within 30 thirty (30) days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent which shall be of similar standing to the existing Facility Agent.
(dc) The resignation of the Facility Agent and the appointment of any successor Facility Agent facility agent will both become effective only when the successor Facility Agent facility agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent facility agent will succeed to the position of the Facility Agent and the term Facility Agent FACILITY AGENT will mean the successor Facility Agentfacility agent.
(ed) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance DocumentsDocuments or to ensure that the Finance Documents constitute perfected and enforceable security in its favour (to the extent applicable).
(fe) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ed) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gf) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (ba) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Credit Facility Agreement (Global Ship Lease, Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerParent.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Parent prior to the appointment. Any successor Facility Agent must have an office in the UK
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and appointment.
(iif) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(eg) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fh) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (eg) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gi) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerParent.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Parent prior to the appointment for a period of not less than 30 days. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may may, after consultation with the Obligors’ Agent, resign and appoint any one of its Affiliates acting through an office in the European Union being a reputable bank or other financial institution experienced in multi-jurisdictional transactions of this type as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerObligors’ Agent.
(b) Alternatively the Facility Agent may may, after consultation with the Obligors’ Agent, resign by giving written notice to the Finance Parties Lenders and the OwnerObligors’ Agent, in which case the Majority Lenders (with the consent of the Obligors’ Agent) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Obligors’ Agent) may appoint a successor Facility AgentAgent (acting through an office in the European Union being a reputable bank or other financial institution experienced in multi-jurisdictional transactions of this type).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor in accordance with this Agreement.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 28.12. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Obligors’ Agent, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign, and the Majority Lenders shall appoint a Successor Facility Agent in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may ma. appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent FACILITY AGENT will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor by giving notice to the other Finance Parties and the Borrower.
(b) Alternatively the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Borrower) may appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 24. Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Borrower, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor The Facility Agent shall resign in accordance with paragraph (b) above if on or after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and the Borrower or a Lender reasonably believes that the Facility Agent will not be located (or will have ceased to be) a branch in London, Luxembourg FATCA Exempt Party on or New York and after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Borrower or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beBorrower or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrower.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Facility Agent.
(c) If no the Majority Xxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 29 (The resignation Facility Agent and the Arrangers) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.3 (Indemnity to the Facility Agent) and this Clause 29 (The Facility Agent and the Arrangers) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(hi) Any The consent of the Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(j) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and the Borrower or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Borrower or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beBorrower or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Facility Agreement (Taylor Maritime Investments LTD)
Resignation of the Facility Agent. (a) 25.12.1 The Facility Agent may resign and appoint any one of its Affiliates acting through an office in South Africa as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerParent.
(b) 25.12.2 Alternatively the Facility Agent may resign by giving written notice to the other Finance Parties and the OwnerParent, in which case the Majority Lenders (after consultation with the Parent) may appoint a successor Facility Agent.
(c) 25.12.3 If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under paragraph (b) in accordance with Clause 25.12.2 above within 30 (thirty) days after notice of resignation was given, the Facility Agent (after consultation with the Parent) may appoint a successor Facility Agent.
(d) The resignation of 25.12.4 If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the appointment of any Facility Agent is entitled to appoint a successor Facility Agent will both become effective only when under Clause 25.12.3 above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent (ito become a party to this Agreement as Facility Agent) notifies all agree with the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the proposed successor Facility Agent will succeed amendments to this Clause 25 consistent with then current market practice for the appointment and protection of corporate trustees (which shall be determined by reference to the position of then standard documents published by the Loan Market Association and, to the extent practicable, following consultation by the Facility Agent with the Lenders) and those amendments will bind the term Facility Agent will mean the successor Facility AgentParties.
(e) 25.12.5 The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) 25.12.6 The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor. Gold Fields_ RCF Table of Contents
25.12.7 Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was (other than its obligations under Clause 25.12.5 above) but shall remain entitled to the benefit of Clause 14.3 (Indemnity to the Facility Agent, and, subject to paragraph ) and this Clause 25 (e) above, it will have no further obligations in its capacity as and any agency fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(g) The 25.12.8 After consultation with the Parent, the Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) in accordance with Clause 25.12.2 above. In this event, the Facility Agent shall resign in accordance with Clause 25.12.2 above.
25.12.9 The Facility Agent shall resign in accordance with Clause 25.12.2 above (h) Any and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to Clause 25.12.3 above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
25.12.9.1 the Facility Agent fails to respond to a request under Clause 12.8 (FATCA Information) and the Parent or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
25.12.9.2 the information supplied by the Facility Agent pursuant to Clause 12.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
25.12.9.3 the Facility Agent notifies the Parent and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date, as and (in each case) the case may beParent or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and the Mandated Lead Arranger will consult with the Owner in relation Parent or that Lender, by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Zar Revolving Credit Facility Agreement (Gold Fields LTD)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must consult with the Company and obtain its consent (such consent not to be unreasonably withheld) prior to the appointment unless the successor Facility Agent is a Lender, is capable of performing the facility agency function and no other Lender has been appointed as successor Facility Agent. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Lxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Lxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 32 (The resignation Facility Agent and the Arranger) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own costshall, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 15.4 (Indemnity to the Facility Agent) and this Clause 32 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrowers.
(hi) Any The consent of any Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(j) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 13.7 (FATCA Information) and the Borrowers or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 13.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Borrowers or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beBorrowers or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must consult with the Company and obtain its consent (such consent not to be unreasonably withheld) prior to the appointment unless the successor Facility Agent is a Lender, is capable of performing the facility agency function and no other Lender has been appointed as successor Facility Agent. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment for a period of not less than 30 days. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(hi) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 11.8 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 11.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Company) may appoint a successor Facility Agent.. 63140965_9
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 28. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any Provided no Default is outstanding, the Company may, by notice to the Facility Agent, require it to resign in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above and the Majority Lenders (in consultation with the Company) shall appoint a successor Facility Agent. The Company may exercise such right to replace the Facility Agent twice during the life of the Facilities.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 16.8 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 16.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent., requires it to resign. 63140965_9
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment for a period of not less than 30 days. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(hi) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.8 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date, as and (in each case) the case may beCompany or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and the Mandated Lead Arranger will consult with the Owner in relation Company or that Lender, by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Term and Revolving Facilities Agreement (Smith & Nephew PLC)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Parties, the Company and the OwnerGuarantor.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Parties, the Company and the OwnerGuarantor, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company and the Guarantor prior to the appointment. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above of this Clause 21.13 within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the Republic.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will thereafter mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) aboveof this Clause 21.13, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) aboveof this Clause 21.13.
(hi) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is two months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 17.7 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 17.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Multicurrency Revolving Credit Facility (United States Steel Corp)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the UK.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the following conditions have been satisfied:
(i) the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and appointment;
(ii) the successor Facility Agent confirms that it is satisfied that the rights under the Security Finance Documents (and the DPP any related documentation) have been transferred or assigned or transferred to it; and
(iii) no Finance Party (other than the Facility Agent) has notified the Facility Agent that it is not satisfied with the creditworthiness of the proposed successor Facility Agent within seven days of the Facility Agent’s notification under paragraph (a) above. On giving of the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(hi) Any The Facility Agent must resign in accordance with paragraph (b) above (and, to the extent applicable, must use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 11.7 (FATCA information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 11.7 (FATCA information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date, as and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the case may beFacility Agent were a FATCA Exempt Party, the Mandated Lead Arranger will consult with the Owner in relation and that Lender, by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Notwithstanding its irrevocable appointment, the Facility Agent may resign by giving notice to the Banks and the Obligors' Agent, in which case the Facility Agent may forthwith appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to or, failing that, the other Finance Parties and Majority Banks may appoint a successor Facility Agent following consultation with the OwnerObligors' Agent.
(b) Alternatively If the Facility Agent may resign by giving written notice to the Finance Parties and the Owner, in which case the Majority Lenders may appoint appointment of a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above is to be made by the Majority Banks but they have not, within 30 days after notice of resignation was givenresignation, appointed a successor Facility Agent which accepts the appointment, the Facility Agent may appoint a successor Facility Agent following consultation with the Obligors' Agent.
(dc) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when upon the successor Facility Agent (i) notifies notifying all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent "FACILITY AGENT" (as appropriate) will mean the successor Facility Agent.
(ed) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documentsthis Agreement.
(fe) Upon its resignation becoming effective, this Clause will 21 shall continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it under or in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ed) above, it will shall have no further obligations in its capacity as Facility Agent under any Finance Document.
(gf) The Majority Lenders Banks may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (ba) above.
(h) Any successor Facility Agent will be located or have a branch in London. In this event, Luxembourg or New York and the Facility Agent or, shall resign in accordance with paragraph (a) above but it shall not be entitled to appoint one of its Affiliates as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Credit Agreement (Vivendi Universal)
Resignation of the Facility Agent. (aA) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(bB) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the other Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(cC) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (bB) above within 30 days after notice of resignation was given, the Facility Agent may (with the prior written consent of the Company) appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(dD) The resignation of If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the appointment of any Facility Agent is entitled to appoint a successor Facility Agent will both become effective only when under paragraph (C) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent (ito become a party to this Agreement as Facility Agent) notifies all agree, with the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the proposed successor Facility Agent will succeed any reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent’s normal fee rates and those amendments will bind the Parties, subject to Borrower approval (acting reasonably).
(eE) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. This obligation shall not apply in the event the Facility Agent is required to resign pursuant to paragraph (H) below.
(fF) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(G) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the a retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this clause 23.10. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(gH) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (bB) above.
(hI) Any The Facility Agent shall resign in accordance with paragraph (B) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (C) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 11.7 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 11.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Kosmos Energy Ltd.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in Denmark as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written 30 days’ notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility AgentAgent acting through an office in Denmark.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Company) may appoint a successor Facility AgentAgent (acting through an office in Denmark).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was (other than its obligations under paragraph (d) above) but shall remain entitled to the benefit of Clause 15.3 (Indemnity to the Facility Agent, and, subject to paragraph ) and this Clause 26 (e) above, it will have no further obligations in its capacity as and any agency fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(g) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 13.7 (FATCA information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 13.7 (FATCA information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date, as and (in each case) the case may beCompany or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and the Mandated Lead Arranger will consult with the Owner in relation Company or that Lender, by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Multicurrency Revolving Facility Agreement (H Lundbeck a S)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerParent.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerObligors’ Agent, in which case the Majority Lenders may appoint a successor Facility AgentAgent (such successor being a reputable and experienced bank or other financial institution with an office in London) with the consent of the Obligors’ Agent (such consent not to be unreasonably withheld or delayed and such consent not being required in circumstances where an Event of Default has occurred and is continuing).
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Obligors’ Agent) may appoint a successor Facility AgentAgent (such successor being a reputable and experienced bank or other financial institution with office in London).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor and at such time as all necessary deeds and documents have been entered into in order to substitute its successor as Facility Agent.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 29.11. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Obligors’ Agent, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Facility Agreement (Yell Finance Bv)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in Greece as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Xxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Xxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 28 (The resignation Facility Agent and the Arranger) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of any successor Facility Agent corporate trustees and those amendments will both become effective only when bind the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility AgentParties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.3 (Indemnity to the Facility Agent) and this Clause 28 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrowers.
(hi) Any successor Facility Agent will be located The consent of any Borrower (or have a branch in London, Luxembourg any other Transaction Obligor) is not required for an assignment or New York and transfer of rights and/or obligations by the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Term Loan Facility (Navios South American Logistics Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerBorrower, in which case the Majority Lenders may shall appoint a successor Facility Agentfacility agent of which the Borrower approves, such approval not to be unreasonably withheld or delayed.
(cb) If no successor Facility Agent has been appointed under paragraph (ba) above within 30 thirty (30) days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(dc) The resignation of the Facility Agent and the appointment of any successor Facility Agent facility agent will both become effective only when the successor Facility Agent facility agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent facility agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agentfacility agent.
(ed) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fe) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ed) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gf) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (ba) above.
(hg) Any The Facility Agent shall resign in accordance with paragraph (a) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Agent pursuant to paragraph (b) above) if on or after the date which is two months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 10.8 (FATCA information) and a Lender reasonably believes that the Facility Agent will not be located (or will have ceased to be) a branch in London, Luxembourg FATCA Exempt Party on or New York and after that FATCA Application Date;
(ii) the information supplied by the Agent pursuant to Clause 10.8 (FATCA information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may may, without giving any reason therefor and without being responsible for any liabilities incurred by such resignation, resign by giving written 30 days’ notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company but regardless of whether a mutual agreement is reached) may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 20 days after notice of resignation was given, the Facility Agent (after consultation with the Company but regardless of whether a mutual agreement is reached) may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(f) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(g) The After consultation with the Company, the Majority Lenders may, with reasonable cause, by written notice of not less than 30 days to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the Republic.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor by giving notice to the other Finance Parties and the Borrowers.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrowers, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own the Borrowers’ cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall indemnify the retiring Facility Agent prior to it being required to undertake any actions referred to in this sub-paragraph for the amount of all costs and expenses (including legal fees) to be properly incurred by it in making available such documents and records and providing such assistance.
(e) All Parties shall consult, co-operate and use commercially reasonable endeavours to appoint a successor Facility Agent and the retiring Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was (other than its obligations under paragraph (d) above) but shall remain entitled to the benefit of Clause 13.4 (Indemnity to the Facility Agent, and, subject ) and this Clause 29 (The Facility Agent) and any other provisions of a Finance Document which are expressed to paragraph limit or exclude its liability (eor to indemnify it) above, it will have no further obligations in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (d) above shall be for the account of the Lenders pro-rata to their Commitments.
(h) Any The consent of any Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 11.7 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 11.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrower.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrower, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 30 (The resignation Facility Agent ) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrower shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 30 (The Facility Agent ) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrower.
(hi) Any The consent of the Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(j) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Term Loan Facility (Grindrod Shipping Holdings Ltd.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor by giving notice to the other Finance Parties and the Borrower.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 30 (The resignation Facility Agent ) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent’s normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrower shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 30 (The Facility Agent ) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrower.
(hi) Any The consent of the Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(j) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Facility Agreement (Grindrod Shipping Holdings Pte. Ltd.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor by giving notice to the other Finance Parties and the Borrower.
(b) Alternatively the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Borrower) may appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 24. Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Borrower, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor by giving notice to the other Finance Parties and the Borrower.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders Xxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Xxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 29 (The resignation Facility Agent and the Mandated Lead Arranger) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent’s normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrower shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 29 (The Facility Agent and the Mandated Lead Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrower.
(hi) Any The consent of the Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(j) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent orunder the Finance Documents, as either:
(i) the case may Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and the Borrower or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Borrower or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and the Mandated Lead Arranger will consult with the Owner in relation Borrower or that Lender, by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Lxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Lxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 30 (The resignation Facility Agent and the Arranger) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 30 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrowers.
(hi) Any successor Facility Agent will be located The consent of any Borrower (or have a branch in London, Luxembourg any other Transaction Obligor) is not required for an assignment or New York and transfer of rights and/or obligations by the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Funders and the Owner.
(b) Borrower. Alternatively the Facility Agent may resign by giving written 30 (thirty) days' notice to the Finance Parties Funders and the OwnerBorrower, in which case the Majority Lenders Funders (in accordance with [Schedule 2]) (after consultation with the Borrower) may appoint a successor Facility Agent.
(c) . If no the Funders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 (twenty) days after notice of resignation was given, the retiring Facility Agent (after consultation with the Borrower) may appoint a successor Agent (acting through an office in the United Kingdom). If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor agent to become a party to this Agreement as Facility Agent.
(d) The resignation agree with the proposed successor agent amendments to this Xxxxxx and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent.
(e) 's normal fee rates and those amendments will bind the Parties. The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
. The Borrower shall, within 3 (fthree) Upon its resignation becoming effectiveBusiness Days of demand, this Clause will continue to benefit reimburse the retiring Facility 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. The Facility Agent's resignation notice shall only take effect upon the appointment of a successor. Upon the appointment of a successor, the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations in its capacity as ) but shall remain entitled to the benefit of [Clause 6.10 (Funder’s Indemnity to the Facility Agent)] and this [Clause 6.11] (and any agency fees for the account of the retiring Facility Agent under any Finance Document.
shall cease to accrue from (gand shall be payable on) The Majority Lenders that date). Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party. After consultation with the Borrower, the Funders (acting in accordance with Schedule 2) may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Facility Agreement
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor by giving notice to the other Finance Parties and the Borrowers.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrowers, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 30 (The resignation Facility Agent, the Arranger and the Reference Banks) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent’s normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall, within three Business Days of demand, reimburse the retiring Facility Agent for the amount of all reasonable and documented costs and expenses (including reasonable and documented legal fees) properly incurred by it in making available such documents and records and providing such assistance.
(f) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 30 (The Facility Agent, it will have no further obligations the Arranger and the Reference Banks) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Borrowers.
(hi) Any The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(j) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and the Borrowers or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Term Loan Facility Agreement (Castor Maritime Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent "FACILITY AGENT" will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (aA) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(bB) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the other Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(cC) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (bB) above within 30 days after notice of resignation was given, the Facility Agent may (with the prior written consent of the Company) appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(eD) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. This obligation shall not apply in the event the Facility Agent is required to resign pursuant to paragraph (G) below.
(fE) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(F) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the a retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject benefit of clause 15.3 (Indemnity to paragraph (ethe Agents) above, it will and this clause 24. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(gG) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (bB) above.
(hH) Any The Facility Agent shall resign in accordance with paragraph (B) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (C) above) if on or have a branch in London, Luxembourg or New York and after the date which is three Months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under clause 11.5 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to clause 11.5 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Revolving Credit Facility Agreement (Kosmos Energy Ltd.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written not less than 90 days notice to the Finance Parties Lenders and the OwnerCompany (or such shorter period as the Company may agree), in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after of the expiry of the notice of resignation was givenperiod, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment and any successor Facility Agent must have an office within the European Union.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) 21.15.1 The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written thirty (30) days' prior notice to the Finance Parties Banks and the OwnerCompany, in which case the Facility Agent may forthwith appoint one of its Affiliates acting through an office in France as successor Facility Agent or, failing that, the Majority Lenders Xxxxx may appoint a successor Facility Agent which shall be incorporated and acting through an office situated in France, in each case with the Company's consent (which shall not be unreasonably withheld or delayed).
21.15.2 Alternatively, following the Facility Agent's resignation by giving thirty (30) days' prior notice to the Banks and the Company, the Majority Banks (in agreement with the Company (such agreement not to be unreasonably withheld or delayed) may appoint a successor Facility Agent, as applicable, which shall be incorporated and acting through an office situated in France.
(c) 21.15.3 If no the appointment of a successor Facility Agent has been appointed under paragraph is to be made by the Majority Banks but they have not, within thirty (b30) above within 30 days after notice of resignation was givenresignation, appointed a successor Facility Agent which accepts the appointment, the Facility Agent may appoint a successor Facility Agent.
(d) 21.15.4 The resignation of the retiring Facility Agent and the appointment of any successor Facility Agent will both become effective only when upon the successor Facility Agent (i) notifies notifying all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the retiring Facility Agent and the term "Facility Agent Agent" will mean the successor Facility Agent.
(e) 21.15.5 The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documentsthis Agreement.
(f) 21.15.6 Upon its resignation becoming effective, this Clause will 21 shall continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it under or in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (e) 21.15.4 above, it will shall have no further obligations in its capacity as Facility Agent under any Finance Document.
21.15.7 In agreement with the Company (g) The such agreement not to be unreasonably withheld or delayed), the Majority Lenders Banks may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) 21.15.1 above.
(h) Any successor Facility Agent will be located or have a branch in London. In this event, Luxembourg or New York and the Facility Agent or, shall resign in accordance with paragraph 21.15.1 above but it shall not be entitled to appoint one of its Affiliates as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
21.15.8 A successor Facility Agent may not, upon its designation, be incorporated, domiciled, established or acting through an office situated outside France. The Facility or any of its successors may not change its office if the new office is not, at the time of such change, situated in France. In this case, the Facility Agent shall resign and a replacement Facility Agent shall be appointed by the Majority Banks (with the Company's consent, such consent not to be unreasonably withheld or delayed) within thirty (30) days after notice of replacement was given.
21.15.9 The Facility Agent shall resign in accordance with paragraphs 21.15.1 et seq. above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent pursuant to paragraph 21.15.2 above) if on or after the date which is three (3) months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(A) the Facility Agent fails to respond to a request under Clause 12.6 (FATCA information) and the Company or a Bank reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(B) the information supplied by the Facility Agent pursuant to Clause 12.6 (FATCA information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(C) the Facility Agent notifies the Company and the Banks that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date, and (in each case) the Company or a Bank reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, and the Company or that Bank, by notice to the Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days’ notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The persons appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment.
(e) Notwithstanding any failure or inability to appoint a successor Facility Agent under paragraphs (b) or (c) above, the resignation of the Facility Agent under paragraph (b) above shall become effective at the end of the 30-day notice period referred to therein.
(f) The resignation of the Facility Agent under paragraph (a) above and the appointment of any successor Facility Agent will both become effective only when the following conditions have been satisfied:
(i) the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and executes and delivers to the Facility Agent a duly completed Accession Agreement (as defined in the Security Trust and Intercreditor Deed);
(ii) the successor Facility Agent confirms that it is satisfied that the rights under the Security Finance Documents (and the DPP any related documentation) have been transferred or assigned or transferred to it; and
(iii) no Finance Party (other than the Facility Agent) has notified the Facility Agent that it is not satisfied with the credit worthiness of the proposed successor Facility Agent within seven days of the Facility Agent’s notification under paragraph (a) above. On giving satisfaction of the notification and confirmation, conditions set out above the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(eg) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fh) An Obligor must, at its own cost take any action and enter into and deliver any document which is required by the Facility Agent to ensure that a Security Document provides for effective and perfected Security Interests in favour of any successor Facility Agent.
(i) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (eg) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gj) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor by giving notice to the other Finance Parties and the Account Party.
(b) Alternatively the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerAccount Party, in which case the Majority Lenders (after consultation with the Account Party) may appoint a successor Facility Agent. In addition, the Majority Lenders (after consultation with the Account Party) may require an Impaired Agent to resign after any notice period and (after consultation with the Account Party) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Account Party) may appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this clause 29. Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Account Party, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Hanover Insurance Group, Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor by giving notice to the other Finance Parties and the Borrower.
(b) Alternatively, the Facility Agent may resign by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerBorrower, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 29 (The resignation Facility Agent and the Arranger) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of administrative agents together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent’s normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Facility Agent) and this Clause 29 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(hi) Any successor Facility Agent will be located The consent of the Borrower (or have a branch in London, Luxembourg any other Transaction Obligor) is not required for an assignment or New York and transfer of rights and/or obligations by the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in The Netherlands as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Company) may appoint a successor Facility AgentAgent (acting through an office in The Netherlands).
(d) The resignation If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as Facility Agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 27 and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with the current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the The Facility Agent, and, subject to paragraph (e) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document's resignation notice shall only take effect upon the appointment of a successor.
(g) The Upon the appointment of a successor, the retiring Facility Agent shall be discharged from any further obligation in respect of the Finance Documents but shall remain entitled to the benefit of this Clause 27. Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.
(h) After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in South Africa as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerObligors' Agent.
(b) Alternatively the Facility Agent may resign by giving written 30 days' notice to the Finance Parties and the OwnerObligors' Agent, in which case the Majority Lenders (after consultation with the Obligors' Agent) may appoint a successor Facility Agent.
(c) If no the Lenders have not appointed a successor Facility Agent has been appointed under paragraph (bin accordance with clause 26.12(b) above within 30 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Obligors' Agent) may appoint a successor Facility AgentAgent (acting through an office in South Africa).
(d) The resignation of the Facility Agent and Subject to clause 26.12(e), the appointment of any successor or replacement Facility Agent will both become effective only when not require the consent of the Obligors' Agent, provided that such successor or replacement Facility Agent Agent:
(i) notifies all is an Affiliate of the Parties that it accepts its appointment and resigning Facility Agent in accordance with clause 26.12(a);
(ii) confirms is a Lender at that it time; or
(iii) is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position one of the Facility Agent and the term Facility Agent will mean the successor Facility Agentinstitutions listed in Part 1 or Part 2 of Schedule 10 (Permitted Transferees).
(e) Without limiting the foregoing, the consent of the Obligors' Agent will not be required for the appointment of any successor or replacement Facility Agent if a Default or Event of Default is continuing.
(f) The Obligors' Agent shall be entitled to request that the Lenders consider replacing any Facility Agent on good cause demonstrated. The Lenders shall consider such request, acting reasonably.
(g) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as Facility Agent and the Facility Agent is entitled to appoint a successor Facility Agent under clause 26.12(c), the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this clause 26.12 and any other term of this Agreement dealing with the rights or obligations of the Facility Agent consistent with then current market practice for the appointment and protection of corporate trustees together with any reasonable amendments to the agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(h) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) Upon its resignation becoming effective. The Obligors' Agent shall, this Clause will continue to benefit within three Business Days of demand, reimburse the retiring Facility 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.
(i) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(j) Upon the appointment of a successor, the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was (other than its obligations under clause 26.12(h)) but shall remain entitled to the benefit of clause 14.3 (Indemnity to the Facility Agent, and, subject to paragraph Agent and the Security SPV) and this clause 26 (e) above, it will have no further obligations in its capacity as and any agency fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gk) The Majority After consultation with the Obligors' Agent, the Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London26.12(b). In this event, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult shall resign in accordance with the Owner in relation to the identity of such successor Facility Agentparagraph 26.12(b).
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Lxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Lxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Servicing Parties) and Clause 14.5 (Indemnity to the Facility Agent, and, subject ) and this Clause 33 (The Facility Agent and the Mandated Lead Arranger) and any other provisions of a Finance Document which are expressed to paragraph (e) above, it will have no further obligations limit or exclude its liability in its capacity acting as Facility Agent under any Finance DocumentAgent. Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and a Borrower or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(j) and (in each case) the Borrowers or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beBorrowers or that Lxxxxx, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in Singapore as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerBorrower.
(b) Alternatively the Facility Agent may resign by giving written notice to the other Finance Parties and the OwnerBorrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Facility AgentAgent acceptable to the Borrower (acting reasonably).
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Borrower) may appoint a successor Facility AgentAgent (acting through an office in Singapore) acceptable to the Borrower (acting reasonably).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of this Clause 26 (Role of the Facility Agent, andthe Mandated Lead Arrangers, subject to paragraph (eand the Arranger) above, it will have no further obligations in its capacity as and the rights and protection of the Facility Agent under any in this Agreement and the Finance DocumentDocuments. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.
(g) The After consultation with the Borrower, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the Kingdom of the Netherlands as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent (after consultation with the Company) may appoint a successor Facility AgentAgent (acting through an office in the Kingdom of the Netherlands).
(d) The resignation If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as Facility Agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this clause 28 and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with the current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the The Facility Agent, and, subject to paragraph (e) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document's resignation notice shall only take effect upon the appointment of a successor.
(g) The Upon the appointment of a successor, the retiring Facility Agent shall be discharged from any further obligation in respect of the Finance Documents but shall remain entitled to the benefit of this clause 28. Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.
(h) After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(hi) Any The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 15.10 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 15.10 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Obligors and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the Lenders and the Parent.
(b) Alternatively, the Facility Agent may resign by giving notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerParent, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Parent prior to the appointment. Any successor Facility Agent must have an office in the UK or the Republic of Ireland.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent FACILITY AGENT will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (aA) The Facility Agent may resign and appoint any one of its Affiliates acting through an office in the United Kingdom as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(bB) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the other Finance Parties and the OwnerCompany, in which case the Majority Lenders may Lendxxx xxx appoint a successor Facility Agent.
(cC) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (bB) above within 30 days after notice of resignation was given, the Facility Agent may (with the prior written consent of the Company) appoint a successor Facility AgentAgent (acting through an office in the United Kingdom).
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(eD) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. This obligation shall not apply in the event the Facility Agent is required to resign pursuant to paragraph (G) below.
(fE) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(F) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the a retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the Facility Agent, and, subject benefit of clause 15.3 (Indemnity to paragraph (ethe Agents) above, it will and this clause 24. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(gG) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (bB) above.
(hH) Any The Facility Agent shall resign in accordance with paragraph (B) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (C) above) if on or have a branch in London, Luxembourg or New York and after the date which is three Months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under clause 11.5 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to clause 11.5 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Revolving Credit Facility Agreement (Kosmos Energy Ltd.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above of this Clause 20.13 within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment. Any successor Facility Agent must have an office in the Republic.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will thereafter mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, :
(i) make available to the successor Facility Agent such those documents and records and provide such any assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents; and
(ii) enter into and deliver to the successor Facility Agent those documents and effect any registrations as may be required for the transfer or assignment of all of its rights and benefits under the Finance Documents to the successor Facility Agent.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) aboveof this Clause 20.13, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) aboveof this Clause 20.13.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Multicurrency Revolving Credit Facility (United States Steel Corp)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the Owner.
(b) Alternatively the Facility Agent may resign by giving written ' notice to the Finance Parties and the OwnerCompany. If the Facility Agent resigns as the Facility Agent under this Agreement, in which case the Majority Lenders may shall (after consultation with the Company) appoint from among the Lenders a successor Facility Agent.
(cb) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice the Majority Lenders have not, prior to the effective date of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any Agent, appointed a successor Facility Agent will both become effective only when which accepts the appointment, the retiring Facility Agent may appoint, after consulting with the Lenders and the Company, its successor Facility Agent from among the Lenders.
(ic) notifies all Upon the Parties that it accepts acceptance of its appointment and (ii) confirms that it is satisfied that the rights as successor Facility Agent under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmationFinance Documents, the successor Facility Agent will succeed to the position of the retiring Facility Agent and the term Facility Agent will mean the successor Facility Agent and such successor Facility Agent shall thereupon succeed to and become vested with all rights, powers, privileges and duties of the retiring Facility Agent which, subject to paragraph (e) below, shall be discharged from its duties and obligations under the Finance Documents otherwise than in respect of any breach of any of its obligations or duties under the Finance Documents where such breach occurs prior to such resignation coming into effect.
(d) If no successor agent has accepted appointment as the Facility Agent by the date falling 30 days after the resigning Facility Agent's notice of resignation, the resigning Facility Agent's resignation shall nevertheless become effective from that date and the Lenders shall perform all the duties of the resigning Facility Agent under the Finance Documents until such time (if any) as the Majority Lenders appoint a successor facility agent which accepts such appointment as provided for in paragraphs (a), (b) and (c) above.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(f) Upon its resignation becoming effective, this Clause will 21.13 shall continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it under or in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (e) above, it will shall have no further obligations in its capacity as Facility Agent under any Finance Document.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (ba) above.
(h) Any successor Facility Agent will be located or have a branch in London. In this event, Luxembourg or New York and the Facility Agent or, shall resign in accordance with paragraph (a) above but it shall not be entitled to appoint one of its Affiliates as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Term and Revolving Credit Facility Agreement (Kellwood Co)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment for a period of not less than 30 days. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Xxxxxxx may appoint a successor Facility Agent.. 144 EUROPE/73091764v9
(c) If no the Majority Xxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of this Clause 34 (The Facility Agent and the Mandated Lead Arrangers) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Facility Agent, and, subject to paragraph (e) above, it will . Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 14.7 (FATCA Information) and a Borrower or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 14.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrowers and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(j) and (in each case) the Borrowers or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beBorrowers or that Xxxxxx, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent., requires it to resign. 145 EUROPE/73091764v9
Appears in 1 contract
Samples: Term, Revolving and Accordion Facilities Agreement (Ardmore Shipping Corp)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates acting through an office as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrower.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrower, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain entitled to the benefit of this Clause 24 (The Facility Agent and the Arranger) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Facility Agent, and, subject to paragraph (e) above, it will . Any successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any The consent of the Borrower (or any other Transaction Obligor) is not required for an assignment or transfer of rights and/or obligations by the Facility Agent.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 12.7 (FATCA Information) and a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Borrower and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as the case may beand that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Term Loan Facility (DryShips Inc.)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCDFCUK.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCDFCUK, in which case the Majority Lenders may with the prior consent of CDFCUK (not to be unreasonably withheld or delayed and, if not expressly refused within 10 Business Days of request, deemed to be given) appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with CDFCUK prior to the appointment. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent "FACILITY AGENT" will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility AgentAgent after consultation with the Facility Agent and CDFCUK, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Samples: Credit Agreement (Centex Corp)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerBorrowers.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written 30 days' notice to the other Finance Parties and the OwnerBorrowers, in which case the Majority Lenders Lxxxxxx may appoint a successor Facility Agent.
(c) If no the Majority Lxxxxxx have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 20 days after notice of resignation was given, the retiring Facility Agent may appoint a successor Facility Agent.
(d) If the Facility Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Facility Agent is entitled to appoint a successor Facility Agent under paragraph (c) above, the Facility Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Facility Agent to become a party to this Agreement as Facility Agent) agree with the proposed successor Facility Agent amendments to this Clause 31 (The resignation Facility Agent) and any other term of this Agreement dealing with the rights or obligations of the Facility Agent and consistent with then current market practice for the appointment and protection of corporate trustees together with any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed reasonable amendments to the position of the Facility Agent and the term Facility Agent will mean agency fee payable under this Agreement which are consistent with the successor Facility Agent's normal fee rates and those amendments will bind the Parties.
(e) The retiring Facility Agent must, at its own cost, shall make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents. The Borrowers shall, within three Business Days of demand, reimburse the retiring Facility 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.
(f) The Facility Agent's resignation notice shall only take effect upon the appointment of a successor.
(g) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to (other than its obligations under paragraph (e) above, it will have no further obligations ) but shall remain entitled to the benefit of Clause 14.3 (Indemnity to the Facility Agent) and this Clause 31 (The Facility Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability (or to indemnify it) in its capacity acting as Facility Agent. Any fees for the account of the retiring Facility Agent under any Finance Documentshall 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 amongst themselves as they would have had if such successor had been an original Party.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(hi) Any successor Facility Agent will be located The consent of any Borrower (or have a branch in London, Luxembourg any other Transaction Obligor) is not required for an assignment or New York and transfer of rights and/or obligations by the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility AGENT may resign and name as its successor one of its Affiliates upon notifying the other Finance Parties.
b) The Facility Agent may also resign by notifying the Lender and appoint any the Borrower without naming a successor. In that case, the Majority Lenders (after conferring with the Borrower) may stipulate a successor.
c) If, within thirty (30) days after notification of its Affiliates as the resignation, no successor has been named by the Majority Lenders, then the resigning Facility Agent by giving 30 days’ notice (after conferring with the Borrower) may name a successor.
d) The resigning Facility Agent must furnish all documents and written materials to its successor and provide support to the other Finance Parties and extent that the Owner.
(b) Alternatively successor can fairly demand such support in order to perform its role as the Facility Agent may resign by giving written notice to under the terms of the Finance Parties and Documents. If the Owner, in which case the Majority Lenders may appoint a successor resigning Facility Agent is an Impaired Facility Agent, then it must provide such support at its own expense.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(de) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both not become effective only when until its successor has been appointed.
f) As soon as its successor is appointed, the successor resigning Facility Agent (isubject to paragraph d) notifies above) will be released from all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent further obligations under the Finance Documents.
. Nevertheless, the provisions under this subsection 23 (fSyndication Agreement) Upon its resignation becoming effective, this Clause will continue to benefit apply to its benefit. The rights and duties between the retiring successor and each other Party will then be the same as the rights and duties that would have existed between them had the successor been a Party to this Agreement at the time it was signed.
g) After conferring with the Borrower, the Majority Lenders may demand that the Facility Agent resign in accordance with paragraph b) above and may in that case determine a successor directly. The Facility Agent shall honor this request as of the date of the successor appointment stipulated by the Majority LENDERS.
h) The Borrower agrees to indemnify and hold harmless the Finance Parties with respect of any action taken or not taken by it to the costs and expenses which they incurred in connection with the Finance Documents while it was this subsection 23.11 (Resignation of the Facility Agent, and, subject to paragraph (e) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document).
(g) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties and the OwnerCompany, in which case the Majority Lenders Lenders, with the consent of the Company (such consent not to be unreasonably withheld) provided that no such consent shall be required if an Event of Default is outstanding, may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent Agent, after consultation with the Company, may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must consult with the Company prior to the appointment.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, and after consultation with the Company, require it to resign under paragraph (b) above.
(h) Any successor Facility Agent will be located or have a branch in London, Luxembourg or New York and the Facility Agent or, as the case may be, the Mandated Lead Arranger will consult with the Owner in relation to the identity of such successor Facility Agent.
Appears in 1 contract
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively Alternatively, the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders may appoint a successor Facility Agent.
(c) If no successor Facility Agent has been appointed under paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent may appoint a successor Facility Agent.
(d) The person(s) appointing a successor Facility Agent must, if practicable, consult with the Company prior to the appointment for a period of not less than 30 days. Any successor Facility Agent must have an office in the U.K.
(e) The resignation of the Facility Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to itappointment. On giving the notification and confirmationnotification, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(ef) The retiring Facility Agent must, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(fg) Upon its resignation becoming effective, this Clause will continue to benefit the retiring Facility Agent in respect of any action taken or not taken by it in connection with the Finance Documents while it was the Facility Agent, and, subject to paragraph (ef) above, it will have no further obligations in its capacity as Facility Agent under any Finance Document.
(gh) The Majority Lenders may, by notice to the Facility Agent, require it to resign under paragraph (b) above.
(hi) Any successor The Facility Agent will may not resign or be located or have a branch in Londonrequired to resign unless at the same time as the resignation takes effect, Luxembourg or New York and the same successor agent becomes Facility Agent or, and facility agent under the Existing Facility Agreement.
(j) The Facility Agent agrees that it will not resign as facility agent under the case may beExisting Facility Agreement unless at the same time as its resignation takes effect, the Mandated Lead Arranger will consult with same successor agent becomes Facility Agent and facility agent under the Owner in relation to the identity of such successor Existing Facility AgentAgreement.
Appears in 1 contract
Samples: Loan Agreement (Smith & Nephew PLC)
Resignation of the Facility Agent. (a) The Facility Agent may resign and appoint any one of its Affiliates as successor Facility Agent by giving 30 days’ notice to the other Finance Parties Lenders and the OwnerCompany.
(b) Alternatively the Facility Agent may resign by giving written notice to the Finance Parties Lenders and the OwnerCompany, in which case the Majority Lenders (after consultation with the Company) may appoint a successor Facility Agent.
(c) If no the Majority Lenders have not appointed a successor Facility Agent has been appointed under in accordance with paragraph (b) above within 30 days after notice of resignation was given, the Facility Agent (after consultation with the Company) may appoint a successor Facility Agent.
(d) The resignation of the Facility retiring Agent and the appointment of any successor Facility Agent will both become effective only when the successor Facility Agent (i) notifies all the Parties that it accepts its appointment and (ii) confirms that it is satisfied that the rights under the Security Documents and the DPP have been assigned or transferred to it. On giving the notification and confirmation, the successor Facility Agent will succeed to the position of the Facility Agent and the term Facility Agent will mean the successor Facility Agent.
(e) The retiring Facility Agent mustshall, at its own cost, make available to the successor Facility Agent such documents and records and provide such assistance as the successor Facility Agent may reasonably request for the purposes of performing its functions as the Facility Agent under the Finance Documents.
(e) The Facility Agent’s resignation notice shall only take effect upon the appointment of a successor.
(f) Upon its resignation becoming effectivethe appointment of a successor, this Clause will continue to benefit the retiring Facility Agent shall be discharged from any further obligation in respect of any action taken or not taken by it in connection with the Finance Documents while it was but shall remain 144 63529049_1 entitled to the Facility Agent, and, subject to paragraph (e) above, it will benefit of this Clause 28. Its successor and each of the other Parties shall have no further the same rights and obligations in its capacity amongst themselves as Facility Agent under any Finance Documentthey would have had if such successor had been an original Party.
(g) The After consultation with the Company, the Majority Lenders may, by notice to the Facility Agent, require it to resign under in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above.
(h) Any Provided no Default is outstanding, the Company may, by notice to the Facility Agent, require it to resign in accordance with paragraph (b) above. In this event, the Facility Agent shall resign in accordance with paragraph (b) above and the Majority Lenders (in consultation with the Company) shall appoint a successor Agent. The Company may exercise such right to replace the Facility Agent twice during the life of the Facilities.
(i) The Facility Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Facility Agent will be located pursuant to paragraph (c) above) if on or have a branch in London, Luxembourg or New York and after the date which is three months before the earliest FATCA Application Date relating to any payment to the Facility Agent under the Finance Documents, either:
(i) the Facility Agent fails to respond to a request under Clause 16.8 (FATCA Information) and the Company or a Lender reasonably believes that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date;
(ii) the information supplied by the Facility Agent pursuant to Clause 16.8 (FATCA Information) indicates that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or
(iii) the Facility Agent notifies the Company and the Lenders that the Facility Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Facility Agent were a FATCA Exempt Party, as and the case may beCompany or that Lender, the Mandated Lead Arranger will consult with the Owner in relation by notice to the identity of such successor Facility Agent, requires it to resign.
Appears in 1 contract
Samples: Additional Facility Accession Agreement (Liberty Global PLC)
