Common use of Resignation of the Security Agent Clause in Contracts

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (aA) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers Company and each Finance Partythe Lenders. (bB) Alternatively the Security Agent may resign by giving notice to the other Parties Lenders in which case the Majority Lenders may appoint a successor Security Agent. (cC) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (bB) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (dD) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (eE) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Secured Property to that successor. (fF) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b24.17(B) of Clause 33.24 (Winding up of trust) and under paragraph (dD) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 clause 24 (The Security Agent), Clause 14.4 clause 30.1 (Indemnity to the Security Agent), Clause 33.16 Obligors’ indemnity) and clause 30.3 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agentindemnity). Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (gG) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (bB) above. In this event, the Security Agent shall resign in accordance with paragraph (bB) above but the cost referred to in paragraph (dD) above shall be for the account of the BorrowersCompany. (h) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates Affiliates as successor by giving notice to the Borrowers other Secured Parties and each Finance Partythe Borrower. (b) Alternatively the Security Agent may resign by giving notice to the other Secured Parties and the Borrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the retiring Security Agent (after consultation with the Facility AgentBorrower) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, shall make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Transaction Documents. (e) The retiring Security Agent shall enter into and deliver to the successor Security Agent those documents and effect any registrations as may be reasonably required for the transfer or assignment of all of its rights and benefits under the Transaction Documents to the successor Security Agent. (f) The Security Agent’s resignation notice shall only take effect upon only (i) upon the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Property to that successor. (fg) Upon the appointment of a successor, the Retiring retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Transaction Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (de) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, shall remain entitled to the benefit of this Clause 33 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent29. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that such successor had been an original Party. (gh) The After consultation with the Borrower, the Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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 Borrowersabove. (hi) The consent of Security Agent shall resign in accordance with Paragraph 错误!未找到引用源。 (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Security Agent pursuant to Paragraph 错误!未找到引用源。) if on or after the date which is three months before the earliest FATCA Application Date relating to any Borrower payment to the Security Agent under the Finance Documents, either: (i) the Security Agent fails to respond to a request under Clause 13.6错误!未找到引用源。 (FATCA Information) and a Lender reasonably believes that the Security Agent will not be (or any other Obligorwill have ceased to be) is not required for an assignment a FATCA Exempt Party on or transfer of rights and/or obligations after that FATCA Application Date; (ii) the information supplied by the Security Agent pursuant to Clause 13.6错误!未找到引用源。 (FATCA Information) indicates that the Security Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or (iii) the Security Agent notifies the Borrower and the Lenders that the Security 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 Security Agent were a FATCA Exempt Party, and that Lender, by notice to the Security Agent, requires it to resign.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates Affiliates as successor by giving notice to the Borrowers Borrower and each Finance Partythe Majority Lenders. (b) Alternatively the Security Agent may resign by giving notice to the other Parties Lenders in which case the Majority Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, shall make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 26.17 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 Clauses 26 (The Security Agent), Clause 14.4 15.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ Obligors' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed 26.20 (Lenders' indemnity to limit or exclude its liability in acting as the Security Agent). Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security Agent shall resign in accordance with paragraph (b) above but and the cost referred to in connection with paragraph (d) above shall be for the account of the BorrowersBorrower. (h) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers other Finance Parties and each Finance Partythe Borrower. (b) Alternatively Alternatively, until the Final Maturity Date of the GIEK Facility, the Security Agent may resign by giving notice to the other Finance Parties and the Borrower in which case the Required Majority Lenders (after consultation with the Borrower) may appoint a successor Security Agent. (c) If the Required Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (litra b) above within 30 thirty (30) days after the notice of resignation was given, the Security Agent (after consultation with the Facility AgentBorrower) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own costthe Borrowers expense, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, shall remain entitled to the benefit of this Clause 33 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent2. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that such successor had been an original Party. (g) The After prior written consent of the Borrower, such consent not to be unreasonably withheld, the Required Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (litra b) above. In this event, the Security Agent shall resign in accordance with paragraph (litra b) above but the cost referred to in paragraph (d) above shall be for the account of the Borrowersabove. (h) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders Lxxxxxx may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 33.26 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause Cxxxxx 33 (The Security Agent), Clause 14.4 14.6 (Indemnity to the Security Agent), Clause 33.16 33.18 (Lenders’ Lxxxxxx' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders Lxxxxxx may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Secured Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 30.22 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 30 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 30.14 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower the Borrowers (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers Borrower and each Finance Secured Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders Xxxxxxx may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 31.22 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of this Clause 33 31 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 31.14 (Lenders’ Xxxxxxx' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders Xxxxxxx may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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 BorrowersBorrower. (h) The consent of any the Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 31.25 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 31 (The Security Agent), Clause 14.4 14.5 (Indemnity to the Security Agent), Clause 33.16 31.16 (Lenders’ ' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any either Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates Affiliates acting through an office in the United Kingdom as successor by giving notice to the Borrowers and each Finance PartyParties. (b) Alternatively the Security Agent may resign by giving notice to the other Parties Finance Parties, in which case the Majority Lenders Lenders, until the Discharge Date (after consultation with the Borrower) may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility AgentBorrower) may appoint a successor Security AgentAgent (acting through an office in the United Kingdom). (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, shall make available to the its successor Security Agent such documents and records and provide such assistance as the its successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s resignation notice of the Security Agent shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, shall remain entitled to the benefit of this Clause 33 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent29. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that such successor had been an original Party. (g) The After consultation with the Borrower, the Majority Lenders Lenders, until the Discharge Date, may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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 Borrowersabove. (h) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Secured Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 30.22 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 30 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 30.14 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower the Borrowers (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance PartyAgents on behalf of the Lenders. (b) Alternatively the Security Agent may resign by giving notice to the other Parties Agents on behalf of the Lenders in which case the Majority First Ranking Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have First Ranking Lender has not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility AgentAgents) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Trust Property to that successor. (f) Upon the appointment of a successor, the Retiring retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, shall remain entitled to the benefit of Clause 33 14 (The Security Agent), Clause 14.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority First Ranking Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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 Borrowersabove. (h) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (aA) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to Kosmos and the Borrowers and each Finance PartyCreditors. (bB) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders Creditors may appoint a successor Security Agent. (cC) If the Majority Lenders Creditors have not appointed a successor Security Agent in accordance with paragraph (bB) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility AgentAgents) may appoint a successor Security Agent. (dD) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (eE) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Property to that successor. (fF) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b11.17(B) of Clause 33.24 (Winding up of trust) and under paragraph (dD) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 Clauses 11 (The Security Agent), Clause 14.4 15.1 (Indemnity to the Security Agent), Clause 33.16 (LendersObligors’ indemnity to the Security Agentindemnity) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent15.3 (Creditors’ indemnity). Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (gG) The Majority Lenders Creditors may, by notice to the Security Agent, require it to resign in accordance with paragraph (bB) above. In this event, the Security Agent shall resign in accordance with paragraph (bB) above but the cost referred to in paragraph (dD) above shall be for the account of the BorrowersKosmos. (h) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders Lxxxxxx may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 34.26 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 Cxxxxx 34 (The Security Agent), Clause 14.4 14.6 (Indemnity to the Security Agent), Clause 33.16 34.18 (Lenders’ Lxxxxxx' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders Lxxxxxx may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders Xxxxxxx may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause Xxxxxx 33 (The Security Agent), Clause 14.4 14.6 (Indemnity to the Security Agent), Clause 33.16 (LendersXxxxxxx’ indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders Xxxxxxx may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates Affiliates as successor by giving notice to the Borrowers External Creditors and each Finance Partythe Company. (b) Alternatively the Security Agent may resign by giving thirty (30) days’ notice to the other Parties External Creditors and the Company, in which case the Majority Lenders External Creditors may appoint a successor Security Agent. (c) If the Majority Lenders External Creditors have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 twenty (20) days after the notice of resignation was given, the retiring Security Agent (after consultation with the Facility AgentAgent and the Hedge Counterparties) may appoint a successor Security Agent. (d) The retiring Security Agent (the “Retiring Security Agent”) shall, at its own cost, shall make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Debt Documents. (e) The Security Agent’s resignation notice shall only take effect upon upon: (i) the appointment of a successor and successor; and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Debt Documents (other than its obligations under paragraph (b) of Clause 33.24 18.25 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, shall remain entitled to the benefit of this Clause 33 (The Security Agent), 18.13 and Clause 14.4 21.1 (Indemnity to the Security Agent), Clause 33.16 ) (Lenders’ indemnity to the Security Agent) and any other provisions Security Agent fees for the account of a Finance Document which are expressed the retiring Security Agent shall cease to limit or exclude its liability in acting as Security Agentaccrue (and shall be payable on) that date). Its Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders External Creditors may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates Affiliates (acting through an office in Hong Kong) as successor by giving notice to the Borrowers Borrower and each Finance Partythe Majority Lenders. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security AgentAgent (acting through an office in Hong Kong). (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, transfer of all of the Security Property (or, as applicable, all of the interest in the Security Property held by the Security Agent) to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 26.17 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 Clauses 26 (The Security Agent), Clause 14.4 15.4 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ Obligors' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed 26.20 (Lenders' indemnity to limit or exclude its liability in acting as the Security Agent). Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.

Resignation of the Security Agent. (a) The Security Agent may resign and appoint one of its affiliates as successor by giving notice to the Borrowers and each Finance Party. (b) Alternatively the Security Agent may resign by giving notice to the other Parties in which case the Majority Lenders Xxxxxxx may appoint a successor Security Agent. (c) If the Majority Lenders have not appointed a successor Security Agent in accordance with paragraph (b) above within 30 days after the notice of resignation was given, the Security Agent (after consultation with the Facility Agent) may appoint a successor Security Agent. (d) The retiring Security Agent (the “"Retiring Security Agent”") shall, at its own cost, make available to the successor Security Agent such documents and records and provide such assistance as the successor Security Agent may reasonably request for the purposes of performing its functions as Security Agent under the Finance Documents. (e) The Security Agent’s 's resignation notice shall only take effect upon (i) the appointment of a successor and (ii) the transfer, by way of a document expressed as a deed, of all of the Security Property to that successor. (f) Upon the appointment of a successor, the Retiring Security Agent shall be discharged, by way of a document executed as a deed, from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) of Clause 33.24 (Winding up of trust) and under paragraph (d) above) but shall, in respect of any act or omission by it whilst it was the Security Agent, remain entitled to the benefit of Clause 33 (The Security Agent), Clause 14.4 14.6 (Indemnity to the Security Agent), Clause 33.16 (Lenders’ Xxxxxxx' indemnity to the Security Agent) and any other provisions of a Finance Document which are expressed to limit or exclude its liability in acting as Security Agent. Its successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if that successor had been an original Party. (g) The Majority Lenders Xxxxxxx may, by notice to the Security Agent, require it to resign in accordance with paragraph (b) above. In this event, the Security 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) The consent of any Borrower (or any other Obligor) is not required for an assignment or transfer of rights and/or obligations by the Security Agent.