Common use of Successor Administrative Agents Clause in Contracts

Successor Administrative Agents. The Administrative Agent may ------------------------------- resign upon 30 days' written notice to the Lenders and the Borrower and may be removed at any time by the Required Secured Creditors or the Borrower with or without cause upon 30 days' notice from the Required Secured Creditors or the Borrower, as the case may be. If the Administrative Agent shall be so removed or resign, the Required Secured Creditors during such 30 day period shall appoint from among the Lenders a successor agent, whereupon such successor agent shall succeed to the rights, powers and duties of the Administrative Agent and the term "Administrative Agent" as used herein and in all other Loan Documents shall mean such successor agent, and the former Administrative Agent's rights, powers and duties as Administrative Agent shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to this Agreement. After any retiring Administrative Agent's resignation or removal hereunder as Administrative Agent, the provisions of this Article XI shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent under this Agreement. A successor Administrative Agent will notify the Borrower of its appointment promptly after its appointment.

Successor Administrative Agents. The Administrative Agent may ------------------------------- resign upon 30 days' at any time by giving written notice to the Lenders and the Borrower and may Borrower, such resignation to be removed effective upon the appointment of a successor Administrative Agent. Upon notice of any resignation, the Majority Lenders have the right to appoint a successor Administrative Agent who (at any time by the Required Secured Creditors that no Default or the Borrower with or without cause upon 30 days' notice from the Required Secured Creditors or Event of Default has occurred and is continuing) shall be acceptable to the Borrower, as the case may beacting reasonably. If no successor Administrative Agent is appointed or has accepted the appointment within thirty days after the retiring Administrative Agent's notice of resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent, which is a Lender. Upon the acceptance of any such appointment by a successor Administrative Agent, the successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Administrative Agent and the retiring Administrative Agent shall be so removed or resign, the Required Secured Creditors during such 30 day period shall appoint discharged from among the Lenders a successor agent, whereupon such successor agent shall succeed to the rights, powers its duties and duties of the Administrative Agent and the term "Administrative Agent" as used herein and in all other Loan Documents shall mean such successor agent, and the former Administrative Agent's rights, powers and duties as Administrative Agent shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to obligations under this Agreement. After any retiring Administrative Agent's resignation or removal hereunder as Administrative Agentresignation, the provisions of this Article XI 8 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent under this AgreementAgent. A successor Administrative Agent will notify the Borrower of its appointment promptly after its appointment.---------------------------------- 50 - 45 -

Successor Administrative Agents. The Administrative Agent may ------------------------------- resign as Administrative Agent under the Transaction Documents upon 30 days' written notice to the Lenders Buyer and the Borrower and may be removed at any time by the Required Secured Creditors or the Borrower with or without cause upon 30 days' notice from the Required Secured Creditors or the Borrower, as the case may beSeller. If the Administrative Agent shall resign or be so removed by Buyer, then Buyer, with the written consent of the Seller (provided that (i) Seller’s consent to the appointment of any Buyer or resignany Affiliate of Buyer as Administrative Agent shall not be unreasonably withheld, conditioned or delayed and (ii) no consent of the Required Secured Creditors Seller will be required during such 30 day period the continuance of an Event of Default), shall appoint from among the Lenders a successor agent, whereupon Administrative Agent; provided that such successor agent shall succeed to Administrative Agent meets the rights, powers and duties applicable “know your customer” requirements of the Administrative Agent Servicer and the Custodian. The term "“Administrative Agent" as used herein and in all other Loan Documents ” shall mean each such successor agentAdministrative Agent, effective upon its appointment, and the former Administrative Agent's ’s rights, powers and duties as Administrative Agent shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to this AgreementAgreement or any of the Transaction Documents or successors thereto. After any retiring Administrative Agent's ’s resignation or removal hereunder as Administrative Agent, the provisions of this Article XI the Transaction Documents shall inure to its benefit as to any actions taken or omitted to be taken by it while it was an Administrative Agent under this Agreementthe Transaction Documents. A successor In no event shall there be more than one Administrative Agent will notify the Borrower of its appointment promptly after its appointmenthereunder.

Successor Administrative Agents. The Administrative Agent may ------------------------------- resign upon 30 days' at any time by giving written notice to the Lenders and Bracknell, such resignation to be effective upon the Borrower and may be removed appointment of a successor Administrative Agent. Upon notice of any resignation, the Majority Lenders have the right to appoint a successor Administrative Agent who (at any time by the Required Secured Creditors that no Default or the Borrower with or without cause upon 30 days' notice from the Required Secured Creditors or the BorrowerEvent of Default has occurred and is continuing) shall be acceptable to Bracknell, as the case may beacting reasonably. If no successor Administrative Agent is appointed or has accepted the appointment within thirty days after the retiring Administrative Agent's notice of resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent, which is a Lender. Upon the acceptance of any such appointment by a successor Administrative Agent, the successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Administrative Agent and the retiring Administrative Agent shall be so removed or resign, the Required Secured Creditors during such 30 day period shall appoint discharged from among the Lenders a successor agent, whereupon such successor agent shall succeed to the rights, powers its duties and duties of the Administrative Agent and the term "Administrative Agent" as used herein and in all other Loan Documents shall mean such successor agent, and the former Administrative Agent's rights, powers and duties as Administrative Agent shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to obligations under this Agreement. After any retiring Administrative Agent's resignation or removal hereunder as Administrative Agentresignation, the provisions of this Article XI 10 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent under this AgreementAgent. A successor Administrative Agent will notify the Borrower of its appointment promptly after its appointment.---------------------------------- 93 -92-

Successor Administrative Agents. The Administrative Agent may ------------------------------- resign upon 30 days' at any time by giving written notice to the Lenders and Bracknell, such resignation to be effective upon the Borrower and may be removed appointment of a successor Administrative Agent. Upon notice of any resignation, the Majority Lenders have the right to appoint a successor Administrative Agent who (at any time by the Required Secured Creditors that no Default or the Borrower with or without cause upon 30 days' notice from the Required Secured Creditors or the BorrowerEvent of Default has occurred and is continuing) shall be acceptable to Bracknell, as the case may beacting reasonably. If no successor Administrative Agent is appointed or has accepted the appointment within thirty days after the retiring Administrative Agent's notice of resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent, which is a Lender. Upon the acceptance of any such appointment by a successor Administrative Agent, the successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Administrative Agent and the retiring Administrative Agent shall be so removed or resign, the Required Secured Creditors during such 30 day period shall appoint discharged from among the Lenders a successor agent, whereupon such successor agent shall succeed to the rights, powers its duties and duties of the Administrative Agent and the term "Administrative Agent" as used herein and in all other Loan Documents shall mean such successor agent, and the former Administrative Agent's rights, powers and duties as Administrative Agent shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to obligations under this Agreement. After any retiring Administrative Agent's resignation or removal hereunder as Administrative Agentresignation, the provisions of this Article XI 10 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent under this AgreementAgent. A successor Administrative Agent will notify the Borrower of its appointment promptly after its appointment._______________________________

Successor Administrative Agents. The Administrative Agent may ------------------------------- resign upon 30 days' at any time by giving written notice to the Lenders and the Borrower and may Borrower, such resignation to be removed effective upon the appointment of a successor Administrative Agent. Upon notice of any resignation, the Majority Lenders have the right to appoint a successor Administrative Agent who (at any time by the Required Secured Creditors that no Default or the Borrower with or without cause upon 30 days' notice from the Required Secured Creditors or Event of Default has occurred and is continuing) shall be acceptable to the Borrower, as the case may beacting reasonably. If no successor Administrative Agent is appointed or has accepted the appointment within thirty days after the retiring Administrative Agent's notice of resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent, which is a Lender. Upon the acceptance of any such appointment by a successor Administrative Agent, the successor shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Administrative Agent and the retiring Administrative Agent shall be so removed or resign, the Required Secured Creditors during such 30 day period shall appoint discharged from among the Lenders a successor agent, whereupon such successor agent shall succeed to the rights, powers its duties and duties of the Administrative Agent and the term "Administrative Agent" as used herein and in all other Loan Documents shall mean such successor agent, and the former Administrative Agent's rights, powers and duties as Administrative Agent shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to obligations under this Agreement. After any retiring Administrative Agent's resignation or removal hereunder as Administrative Agentresignation, the provisions of this Article XI 8 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent under this AgreementAgent. A successor Administrative Agent will notify the Borrower of its appointment promptly after its appointment.----------------------------------