Common use of Resignation or Removal of Agent Clause in Contracts

Resignation or Removal of Agent. The Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders and the Borrower. Upon any such resignation, the Lenders shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000. If no successor Agent shall have been so appointed by the Lenders and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignation, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation, the provisions of this Agreement shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days not less than 10 days' prior written notice thereof to the Lenders Banks and the BorrowerBorrower and the Agent may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Required Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, after consultation with the Borrower, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution having bank that has an office in New York, New York with a combined capital and surplus in excess of at least $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignationresigna- 54 tion or removal hereunder as Agent, the provisions of this Agreement Article 9 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Agent may resign at any time by giving 30 thirty (30) days prior written notice thereof to the Lenders and the Borrower. Upon any such resignation, the Lenders shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000. If no successor Agent shall have been so appointed by the Lenders and shall have accepted such appointment within 30 thirty (30) days after the retiring Agent's giving of notice of resignation, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation, the provisions of this Agreement shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Banks and the Borrower; and the Agent may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable satisfactory to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Borrower. If no such successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Required Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be agent reasonably acceptable satisfactory to the Borrower and Borrower, which shall be a financial institution having bank which has an office in the United States of America with a combined capital and surplus in excess of at least $150,000,000500,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunderhereunder and under the other Loan Documents. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Section 14 shall continue in effect for of its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders and the BorrowerBorrowers. Upon any such resignation, the Lenders shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, which shall be Fleet or another financial institution reasonably acceptable to the Borrower Borrowers and shall be a Lender or another financial institution having a combined capital and surplus in excess of $150,000,000100,000,000. If no successor Agent shall have been so appointed by the Lenders and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignation, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, which shall be reasonably acceptable to the Borrower Borrowers and shall be a financial institution having a combined capital and surplus in excess of $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation, the provisions of this Agreement shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days not less than thirty (30) days' prior written notice thereof to the Lenders Banks and the Borrower, and the Agent may be removed at any time with or without cause by the Majority Banks. Upon any such resignationresignation or removal, the Lenders Majority Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Lenders Majority Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Majority Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, after consultation with the Borrower, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution having bank with a combined capital and surplus in excess of at least $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Article 9 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Banks and the BorrowerCompany, and Agent may be removed at any time with or without cause by the Majority Banks. Upon any such resignationresignation or removal, the Lenders Majority Banks shall have the right to appoint a successor Agent whichAgent, provided that no Default or Event of Default has occurred and is continuing, deposits with a successor Agent shall be reasonably acceptable to insured by the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Federal Deposit Insurance Corporation or its successor. If no successor Agent shall have been so appointed by the Lenders Majority Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Majority Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent. Any successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having bank which has an office in the United States and a combined capital and surplus in excess of at least $150,000,000250,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. A successor Agent shall promptly specify by notice to the Company and the Banks its Principal Office referred to in Sections 3.1 and 5. 1. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Section 12 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as an Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time (both as Agent and as Collateral Agent) by giving 30 days prior written notice thereof to the Lenders Banks and the BorrowerBorrower and the Agent (both as Agent and as Collateral Agent) may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred (both as Agent and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000as Collateral Agent). If no successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Required Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent which, provided that no Default or Event of Default has occurred (both as Agent and is continuing, shall be reasonably acceptable to the Borrower and as Collateral Agent). Any successor Agent shall be a financial institution having bank which has a combined capital and surplus in excess of at least $150,000,000500,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder, and the retiring Agent shall cooperate in the execution and recording of any amendments to the Security Documents which are necessary to reflect the identity of the successor Collateral Agent. After any retiring Agent's resignation, the provisions of this Agreement shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Banks and the BorrowerCompany and the Agent may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right right, with the consent of the Company (which consent shall not be unreasonably withheld), to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's ’s giving of notice of resignationresignation or the Required Banks’ removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent whichAgent, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution having bank which has an office in New York, New York and which has a combined capital and surplus in excess of at least $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation’s resignation or removal hereunder as Agent, the provisions of this Agreement Section 10 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days not less than 10 days' prior written notice thereof to the Lenders Banks and each Borrower and the BorrowerAgent may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Required Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, after consultation with each Borrower, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution having bank that has an office in New York, New York with a combined capital and surplus in excess of at least $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Article 9 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Lenders, the Lessor and the BorrowerCompany and may be removed at any time with or without cause by the Majority Lenders. Upon any such resignationresignation or removal, the Majority Lenders shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Majority Lenders and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Majority Lenders' removal of the retiring Agent, then the such retiring Agent may, on behalf of the Lenders, appoint a successor Agent whichAgent, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution Lender and a commercial bank organized, or authorized to conduct a banking business, under the laws of the United States of America or of any State thereof and having a combined capital and surplus in excess of at least $150,000,000500,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such each successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunderunder this Agreement and the Transaction Documents. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Article XI shall continue in effect for inure to its benefit in respect of as to any actions taken or omitted to be taken by it while it was acting as AgentAgent under this Agreement.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Banks and the BorrowerCompany and the Agent may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right right, with the consent of the Company (which consent shall not be unreasonably withheld), to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or the Required Banks' removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent whichAgent, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution having bank which has an office in New York, New York and which has a combined capital and surplus in excess of at least $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Section 10 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days not less than 10 days’ prior written notice thereof to the Lenders Banks and each Borrower and the BorrowerAgent may be removed at any time with or without cause by the Required Banks. Upon any such resignationresignation or removal, the Lenders Required Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Agent. If no successor Agent shall have been so appointed by the Lenders Required Banks and shall have accepted such appointment within 30 days after the retiring Agent's ’s giving of notice of resignationresignation or the Required Banks’ removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, after consultation with the Borrowers, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and which shall be a financial institution having bank with a combined capital and surplus in excess of at least $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation’s resignation or removal hereunder as Agent, the provisions of this Agreement Article 9 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, the Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Banks and the BorrowerCompany, and the Agent may be removed at any time with or without cause by the Majority Banks. Upon any such resignationresignation or removal, the Lenders Majority Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and Company, provided deposits with such successor Agent shall be a financial institution having a combined capital and surplus in excess of $150,000,000insured by the Federal Deposit Insurance Corporation or its successor. If no successor Agent shall have been so appointed by the Lenders Majority Banks and shall have accepted such appointment within 30 days after the retiring Agent's ’s giving of notice of resignationresignation or the Majority Banks’ removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and Company. Any successor Agent shall be a financial institution having bank which has an office in the United States with a combined capital and surplus in excess of at least $150,000,0001,000,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. Such successor Agent shall promptly specify by notice to the Company and the Banks its office for the purpose of any notices and payments hereunder. After any retiring Agent's resignation’s resignation or removal hereunder as Agent, the provisions of this Agreement Section 8 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Agent.

Resignation or Removal of Agent. The Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders and the Borrower. Upon any such resignation, the Lenders shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, continuing shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and a surplus in excess of $150,000,000. If no successor Agent shall have been so appointed by the Lenders and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignation, then the retiring Agent may, on behalf of Of the Lenders, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000. Upon the acceptance of any appointment as Agent Agent, hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation, the provisions of this Agreement shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Agent may resign at any time ------------------------------- by giving 30 days prior written notice thereof to the Lenders Banks and the BorrowerBorrowers. Upon any such resignation, the Lenders Banks shall have the right to appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, which shall be Fleet or another financial institution reasonably acceptable to the Borrower Borrowers and shall be a Bank or another financial institution having a combined capital and surplus in excess of $150,000,000100,000,000. If no successor Agent shall have been so appointed by the Lenders Banks and shall have accepted such appointment within 30 days after the retiring Agent's giving of notice of resignation, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent which, provided that no Default or Event of Default has occurred and is continuing, which shall be reasonably acceptable to the Borrower Borrowers and shall be a financial institution having a combined capital and surplus in excess of $150,000,000100,000,000. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignation, the provisions of this Agreement shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Lenders, and Agent may be removed at any time with or without cause by the BorrowerRequired Lenders. Upon any such resignationresignation or removal, the Required Lenders shall have the right to appoint a successor Agent, which Agent which, provided that no Default or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Borrower. If no successor Agent shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 thirty (30) days after the retiring Agent's giving of notice of resignationresignation or the Required Lenders' removal of the retiring Agent, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent whichAgent, provided that no Default or Event which shall be a bank having a combined capital, surplus and retained earnings of Default has occurred not less than U.S. $250,000,000 and is continuing, which shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Borrower. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignationresignation or removal hereunder as Agent, the provisions of this Agreement Section VII shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Agent.

Resignation or Removal of Agent. The Subject to the appointment and acceptance of a successor Agent as provided below, Agent may resign at any time by giving 30 days prior written notice thereof to the Lenders Banks and the Borrower. Upon , and Agent may be removed at any such resignation, the Lenders shall have the right to appoint a successor Agent which, provided that no Default time with or Event of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000without cause by all Banks. If no successor Agent shall have has been so appointed by the Lenders all Banks (and shall have approved by Borrower) and has accepted such appointment within 30 days after the retiring Agent's giving of notice of resignationresignation or removal of the retiring Agent, then the retiring Agent may, on behalf of the LendersBanks, appoint a successor Agent whichAgent, provided that no Default or Event which appointment shall require the approval of Default has occurred and is continuing, shall be reasonably acceptable to the Borrower and shall be a financial institution having a combined capital and surplus in excess of $150,000,000Borrower. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges rights and duties of the retiring Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder. After any retiring Agent's resignationresignation or removal hereunder as Agent, (i) the provisions of this Agreement Section 19 shall continue in effect for its benefit in respect of to any actions taken or omitted to be taken by it while it was acting as Agent, and (ii) any Collateral held in possession of the retiring Agent shall be delivered to the successor Agent.