Common use of Resignation or Removal of Administrative Agent and Successor Administrative Agent Clause in Contracts

Resignation or Removal of Administrative Agent and Successor Administrative Agent. The Administrative Agent may resign at any time by giving written notice thereof to the Banks and the Company, and the Administrative Agent may be removed at any time by written notice of removal from the Required Banks to the Administrative Agent and the Company. Upon any such resignation or removal of the Administrative Agent, the Required Banks shall have the right to appoint a successor Administrative Agent with the consent of the Company (which shall not be unreasonably withheld); provided, however, the consent of the Company shall not be so required upon the occurrence and during the continuance of an Event of Default hereunder. If no successor Administrative Agent shall have been so appointed by the Required Banks, and shall have accepted such appointment, within thirty (30) days after the retiring Administrative Agent's giving of notice of resignation or the Required Banks giving notice of the retiring Administrative Agent's removal, then the retiring Administrative Agent may, on behalf of the Banks, with the consent of the Company (which shall not be unreasonably withheld) appoint a successor Administrative Agent, which shall be any Bank hereunder or any commercial bank organized under the laws of the United States of America or of any State thereof and having a combined capital and surplus of at least $200,000,000; provided, however, the consent of the Company shall not be so required upon the occurrence and during the continuance of an Event of Default hereunder. Upon the acceptance of its appointment as the Administrative Agent hereunder, such successor Administrative Agent shall thereupon succeed to and become vested with all the rights and duties of the retiring or removed Administrative Agent under the Loan Documents, and the retiring Administrative Agent shall be discharged from its duties and obligations thereunder. After any retiring Administrative Agent's resignation or removal hereunder as an Agent, the provisions of this Section 15 and all protective provisions of the other Loan Documents shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the Administrative Agent.

Resignation or Removal of Administrative Agent and Successor Administrative Agent. The Administrative Agent may resign at any time by giving written notice thereof to the Banks Lenders and the Company, and the Borrower. The Administrative Agent may be removed for gross negligence or willful misconduct at any time by written notice of removal from the Required Banks Lenders to the Administrative Agent and the CompanyBorrower. Upon any such resignation or removal of the Administrative Agent, the Required Banks Lenders shall have the right to appoint a successor Administrative Agent with from the consent of the Company (which shall not be unreasonably withheld); providedLenders or if no Lender is willing to serve as Administrative Agent, however, the consent of the Company shall not be so required upon the occurrence and during the continuance of an Event of Default hereundera third party. If no successor Administrative Agent shall have been so appointed by the Required BanksLenders, and shall have accepted such appointment, within thirty (30) 30 days after the retiring Administrative Agent's ’s giving of notice of resignation or the Required Banks giving notice of the retiring Administrative Agent's removal, then the retiring Administrative Agent may, on behalf of the BanksLenders, with the consent of the Company (which shall not be unreasonably withheld) appoint a successor Administrative Agent, which shall may be any Bank Lender hereunder or any commercial bank organized under the laws of the United States of America or of any State thereof and having a combined capital and surplus of at least $200,000,000; provided, however, the consent of the Company shall not be so required upon the occurrence and during the continuance of an Event of Default hereunder500,000,000. Upon the acceptance of its appointment as the Administrative Agent hereunder, such successor Administrative Agent shall thereupon succeed to and become vested with all the rights and duties of the retiring or removed Administrative Agent under the Loan Documents, and the retiring Administrative Agent shall be discharged from its duties and obligations thereunder. After any retiring Administrative Agent's ’s resignation or removal hereunder as an Administrative Agent, the provisions of this Section 15 11 and all protective provisions of the other Loan Documents shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent, but no successor Administrative Agent shall in any event be liable or responsible for any actions of its predecessor. If the Administrative AgentAgent resigns or is removed and no successor is appointed, the rights and obligations of such Administrative Agent shall be automatically assumed by the Required Lenders and the Borrower shall be directed to make all payments due each Lender hereunder directly to such Lender.

Resignation or Removal of Administrative Agent and Successor Administrative Agent. The Administrative Agent may resign at any time by giving written notice thereof to the Banks Lenders and the Company, and the Borrower. The Administrative Agent may be removed for gross negligence or willful misconduct at any time by written notice of removal from the Required Banks Lenders to the Administrative Agent and the CompanyBorrower. Upon any such resignation or removal of the Administrative Agent, the Required Banks Lenders shall have the right to appoint a successor Administrative Agent with from the consent of the Company (which shall not be unreasonably withheld); providedLenders or if no Lender is willing to serve as Administrative Agent, however, the consent of the Company shall not be so required upon the occurrence and during the continuance of an Event of Default hereundera third party. If no successor Administrative Agent shall have been so appointed by the Required BanksLenders, and shall have accepted such appointment, within thirty (30) 30 days after the retiring Administrative Agent's giving of notice of resignation or the Required Banks giving notice of the retiring Administrative Agent's removal, then the retiring Administrative Agent may, on behalf of the BanksLenders, with the consent of the Company (which shall not be unreasonably withheld) appoint a successor Administrative Agent, which shall may be any Bank Lender hereunder or any commercial bank organized under the laws of the United States of America or of any State thereof and having a combined capital and surplus of at least $200,000,000; provided, however, the consent of the Company shall not be so required upon the occurrence and during the continuance of an Event of Default hereunder500,000,000. Upon the acceptance of its appointment as the Administrative Agent hereunder, such successor Administrative Agent shall thereupon succeed to and become vested with all the rights and duties of the retiring or removed Administrative Agent under the Loan Documents, and the retiring Administrative Agent shall be discharged from its duties and obligations thereunder. After any retiring Administrative Agent's resignation or removal hereunder as an Administrative Agent, the provisions of this Section 15 11 and all protective provisions of the other Loan Documents shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent, but no successor Administrative Agent shall in any event be liable or responsible for any actions of its predecessor. If the Administrative AgentAgent resigns or is removed and no successor is appointed, the rights and obligations of such Administrative Agent shall be automatically assumed by the Required Lenders and the Borrower shall be directed to make all payments due each Lender hereunder directly to such Lender.