Common use of Resignation or Removal of the Collateral Agent Clause in Contracts

Resignation or Removal of the Collateral Agent. (a) The Collateral Agent may at any time, (i) by giving thirty (30) days' prior written notice to the other Secured Parties and the Grantors, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon the appointment of a successor collateral agent or collateral agents by the Majority Holders or otherwise hereunder and the acceptance of such appointment by such successor collateral agent or collateral agents, or (ii) be removed from its capacity as the Collateral Agent with or without cause by the Majority Holders. If no successor collateral agent or collateral agents shall be appointed and approved within thirty (30) days from the date of the giving of the aforesaid notice of resignation or within thirty (30) days from the date of such removal, the Collateral Agent shall, or any other Secured Party may, apply to any court of competent jurisdiction to appoint a successor collateral agent or collateral agents to act hereunder. Any successor collateral agent or collateral agents so appointed by such court shall immediately and without further act be superseded by any successor collateral agent or collateral agents appointed by the Majority Holders upon the acceptance of such appointment by such successor collateral agent or collateral agents.

Resignation or Removal of the Collateral Agent. (a) The Collateral Agent may at any time, time (ia) by giving thirty (30) 30 days' prior written notice to the other Secured Parties and Lender Agent and, prior to the GrantorsMerger Date, the Interim Agent, resign and be discharged of from the responsibilities hereby created, or (b) if the Directing Parties conclude that the Collateral Agent shall have acted under and in respect of this Agreement in a manner which constitutes negligence or otherwise conclude in the reasonable exercise of their business judgment that the Collateral Agent should be removed, be removed from its position as Collateral Agent by the Directing Parties, such resignation or removal to become effective upon the earlier of (x) the acceptance of the appointment of a successor collateral agent pursuant to the following sentence or collateral agents (y) the appointment of a successor by the Majority Holders or otherwise hereunder Directing Parties and the acceptance of such appointment by such successor collateral agent or collateral agents, or (ii) be removed from its capacity as the Collateral Agent with or without cause by the Majority Holderssuccessor. If no successor collateral agent or collateral agents shall be appointed and approved pursuant to clause (y) above within thirty (30) 30 days from after the date of the giving of the aforesaid notice of resignation or within thirty (30) days from the date of any such removalresignation, the Collateral Agent shall, or any other Secured Party may, may apply to any court of competent jurisdiction to appoint a successor collateral agent or collateral agents to act hereunderuntil a successor shall have been appointed by the Directing Parties as above provided or may, on behalf of the Representative Creditors, appoint a successor Collateral Agent. Any successor collateral agent Collateral Agent shall be a bank organized under the laws of the United States or collateral agents so appointed by such court shall immediately any State thereof, with an office in New York, New York, having a combined capital and without further act be superseded by any successor collateral agent or collateral agents appointed by surplus of at least $500,000,000 that is authorized to perform the Majority Holders upon functions of the acceptance of such appointment by such successor collateral agent or collateral agentsCollateral Agent hereunder.

Resignation or Removal of the Collateral Agent. (a) The Collateral Agent may at any time, (i) by giving thirty (30) 60 days' prior written notice to the other Secured Parties and the GrantorsCompanies, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon the appointment of a successor collateral agent or collateral agents by the Majority Holders or otherwise hereunder and the acceptance of such appointment by such successor collateral agent or collateral agents, agents or (ii) be removed from its capacity as the Collateral Agent with or without cause by the Majority Holders. If no successor collateral agent or collateral agents shall be appointed and approved within thirty (30) 60 days from the date of the giving of the aforesaid notice of resignation or within thirty (30) 60 days from the date of such removal, the Collateral Agent (notwithstanding the termination of all of its other duties and obligations hereunder by reason of such resignation or such removal) shall, or any other Secured Party may, apply to any court of competent jurisdiction to appoint a successor collateral agent or collateral agents to act hereunder. Any successor collateral agent or collateral agents so appointed by such court shall immediately and without further act be superseded by any successor collateral agent or collateral agents appointed by the Majority Holders upon the acceptance of such appointment by such successor collateral agent or collateral agents.

Resignation or Removal of the Collateral Agent. (a) The Collateral Agent may at any time, (i) by giving thirty (30) 60 days' prior written notice to the other Secured Parties and the GrantorsCompanies, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon the appointment of a successor collateral agent or collateral agents by the Majority Holders or otherwise hereunder and the acceptance of such appointment by such successor collateral agent or collateral agents, agents or (ii) be removed from its capacity as the Collateral Agent with or without cause by the Majority Holders. If no successor collateral agent or collateral agents shall be appointed and approved within thirty (30) 60 days from the date of the giving of the aforesaid notice of resignation or within thirty (30) 60 days from the date of such removal, the Collateral Agent (notwithstanding the termination of all of its other duties 48 48 and obligations hereunder by reason of such resignation or such removal) shall, or any other Secured Party may, apply to any court of competent jurisdiction to appoint a successor collateral agent or collateral agents to act hereunder. Any successor collateral agent or collateral agents so appointed by such court shall immediately and without further act be superseded by any successor collateral agent or collateral agents appointed by the Majority Holders upon the acceptance of such appointment by such successor collateral agent or collateral agents.

Resignation or Removal of the Collateral Agent. (a) The Collateral Agent may at any time, (i) by giving thirty (30) days' prior written notice to the other Secured Parties and the Grantors, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon the appointment of a successor collateral agent or collateral agents by the Majority Holders or otherwise hereunder Unanimous Secured Parties and the acceptance of such appointment by such successor collateral agent or collateral agents, or (ii) be removed from its capacity as the Collateral Agent with or without cause by the Majority HoldersUnanimous Secured Parties. If no successor collateral agent or collateral agents shall be appointed and approved within thirty (30) days from the date of the giving of the aforesaid notice of resignation or within thirty (30) days from the date of such removal, the Collateral Agent shall, or any other Secured Party may, may apply to any court of competent jurisdiction to appoint a successor collateral agent or collateral agents to act hereunderhereunder or under the other Transaction Documents. Any successor collateral agent or collateral agents so appointed by such court shall immediately and without further act be superseded by any successor collateral agent or collateral agents appointed by the Majority Holders Unanimous Secured Parties upon the acceptance of such appointment by such successor collateral agent or collateral agents.