Common use of Successor Issuing Lender Clause in Contracts

Successor Issuing Lender. Issuing Xxxxxx may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (a) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (b) the appointment of and acceptance by a successor Xxxxxxx Xxxxxx, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx that accepts such appointment within such time, Xxxxxxx Xxxxxx may appoint a Revolving Xxxxxx as successor Xxxxxxx Xxxxxx. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx Xxxxxx, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx Xxxxxx. Any appointment of a successor Xxxxxxx Xxxxxx, whether by Administrative Agent or Xxxxxxx Xxxxxx, shall be subject to consent of Company and Requisite Revolving Lenders, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx and consent of Company and Requisite Revolving Lenders, that successor Xxxxxxx Xxxxxx shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx shall continue to have all rights and obligations of Xxxxxxx Xxxxxx, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and CompanyBorrower, such resignation to be effective on the date that is the later of (a) the thirtieth 30th day following delivery of such written notice to Administrative Agent and Company Borrower and (b) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Revolving Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company Borrower and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) time on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx Issuing Lender will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party Borrower or any Lender under any Loan Document this Agreement with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company Borrower and Administrative Agent and signed by Requisite Revolving Lenders holding more than 50% of the aggregate Revolving Loan Exposure of all Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to CompanyBorrower, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company Borrower and Requisite Revolving Lenders holding more than 50% of the aggregate Revolving Loan Exposure of all Revolving Lenders, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender, and consent of Company Borrower and Requisite Revolving Lenders holding more than 50% of the aggregate Revolving Loan Exposure of all Revolving Lenders, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 10.21 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such EXECUTION VERSION resignation to be effective on the date that is the later of (ai) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (bii) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company and Requisite Revolving LendersAdministrative Agent, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender, and consent of Company and Requisite Revolving LendersAdministrative Agent, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 subsection 10.21 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Any Issuing Xxxxxx Lender may resign resign, with the consent of Requisite Lenders in their sole discretion, at any time by giving 30 days’ prior written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (a) the thirtieth day following delivery of such written notice to Administrative Agent and Company provided that there is at least one Issuing Lender hereunder able to issue both Domestic Letters of Credit and (b) the appointment Offshore Letters of and acceptance by Credit, or Requisite Lenders have appointed a successor Xxxxxxx XxxxxxIssuing Lender and such appointment has been accepted, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails the Requisite Lenders fail to appoint a successor Xxxxxxx Xxxxxx that accepts such appointment within such time, Xxxxxxx Xxxxxx may appoint a Revolving Xxxxxx as successor Xxxxxxx Xxxxxx. Unless the Issuing Lender is Administrative Agentmay petition a court to appoint an Eligible Assignee as the successor Issuing Lender, whereupon the appointment and acceptance by such Eligible Assignee, such Issuing Lender’s resignation shall become effective. Any Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company Borrowers’ Agent and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx Xxxxxx, as provided below. Upon any such notice of resignation or removalresignation, Administrative Agent Requisite Lenders shall have the right, upon five Business Days’ notice to CompanyBorrowers’ Agent, to appoint a successor Xxxxxxx Xxxxxx. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx Xxxxxx, shall be subject to consent of Company and Requisite Revolving LendersBorrowers’ Agent’s consent, which, in either case, which shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as an Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx and consent of Company and Requisite Revolving LendersIssuing Lender, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 subsection 10.3 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx Xxxxxxan Issuing Lender, with respect to any Letter of Credit issued by it prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (ai) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (bii) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Revolving Lenders constituting Requisite Revolving Class Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company and Requisite Revolving LendersAdministrative Agent, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender, and consent of Company and Requisite Revolving LendersAdministrative Agent, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 subsection 10.21 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (a) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (b) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx Issuing Lender will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company and Requisite Revolving Lenders, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender and consent of Company and Requisite Revolving Lenders, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign resign, with the consent of Requisite Lenders in their sole discretion, at any time by giving 30 days' prior written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (a) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (b) the appointment of and acceptance by provided that Requisite Lenders have appointed a successor Xxxxxxx XxxxxxIssuing Lender and such appointment has been accepted, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails the Requisite Lenders fail to appoint a successor Xxxxxxx Xxxxxx that accepts such appointment within such time, Xxxxxxx Xxxxxx may appoint a Revolving Xxxxxx as successor Xxxxxxx Xxxxxx. Unless the Issuing Lender is Administrative Agentmay petition a court to appoint an Eligible Assignee as the successor Issuing Lender, whereupon the appointment and acceptance by such Eligible Assignee, the Issuing Lender's resignation shall become effective. Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company Borrowers' Agent and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx Xxxxxx, as provided below. Upon any such notice of resignation or removalresignation, Administrative Agent Requisite Lenders shall have the right, upon five Business Days’ ' notice to CompanyBorrowers' Agent, to appoint a successor Xxxxxxx Xxxxxx. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx Xxxxxx, shall be subject to consent of Company and Requisite Revolving LendersBorrowers' Agent's consent, which, in either case, which shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx and consent of Company and Requisite Revolving LendersIssuing Lender, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 subsection 9.6 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.. 149

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such Ruths_Second Amended and Restated Credit Agreement (2) resignation to be effective on the date that is the later of (ai) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (bii) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company and Requisite Revolving LendersAdministrative Agent, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender, and consent of Company and Requisite Revolving LendersAdministrative Agent, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 subsection 10.21 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (ai) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (bii) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party or any Lender under any Loan Document with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company and Requisite Revolving LendersAdministrative Agent, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender, and consent of Company and Requisite Revolving LendersAdministrative Agent, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 subsection 10.21 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.

Successor Issuing Lender. Issuing Xxxxxx Lender may resign at any time by giving written notice thereof to Administrative Agent (who shall promptly notify the Lenders thereof) and Company, such resignation to be effective on the date that is the later of (a) the thirtieth day following delivery of such written notice to Administrative Agent and Company and (b) the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below; provided, however, that if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, Issuing Lender may, upon prior written notice to Company and Administrative Agent, resign as Issuing Lender effective at the close of business (New York City time) time on a date specified in such notice (which date may not be less than three Business Days after the date of such notice), it being understood and agreed that such resignation by Xxxxxxx Xxxxxx Issuing Lender will have no effect on the validity or enforceability of any Letter of Credit then outstanding or on the obligations of any Loan Party Company or any Lender under any Loan Document this Agreement with respect to any such outstanding Letter of Credit or otherwise to Issuing Lender. To the extent Administrative Agent fails to appoint a successor Xxxxxxx Xxxxxx Issuing Lender that accepts such appointment within such time, Xxxxxxx Xxxxxx Issuing Lender may appoint a Revolving Xxxxxx Lender as successor Xxxxxxx XxxxxxIssuing Lender. Unless Issuing Lender is Administrative Agent, Issuing Lender may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Revolving Lenders holding more than 50% of the aggregate Revolving Loan Exposure of all Revolving Lenders, such removal to become effective immediately upon the appointment of and acceptance by a successor Xxxxxxx XxxxxxIssuing Lender, as provided below. Upon any such notice of resignation or removal, Administrative Agent shall have the right, upon five Business Days’ notice to Company, to appoint a successor Xxxxxxx XxxxxxIssuing Lender. Any appointment of a successor Xxxxxxx XxxxxxIssuing Lender, whether by Administrative Agent or Xxxxxxx XxxxxxIssuing Lender, shall be subject to consent of Company and Requisite Revolving Lenders holding more than 50% of the aggregate Revolving Loan Exposure of all Revolving Lenders, which, in either case, shall not be unreasonably withheld or delayed. Upon the acceptance of any appointment as Issuing Lender hereunder by a successor Xxxxxxx Xxxxxx Issuing Lender, and consent of Company and Requisite Revolving Lenders holding more than 50% of the aggregate Revolving Loan Exposure of all Revolving Lenders, that successor Xxxxxxx Xxxxxx Issuing Lender shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring or removed Issuing Lender and the retiring or removed Issuing Lender shall be discharged from its duties and obligations under this Agreement; provided that, anything contained in this Section 9.23 10.22 or otherwise in any of the Loan Documents to the contrary notwithstanding, the resigning or removed Issuing Xxxxxx Lender shall continue to have all rights and obligations of Xxxxxxx XxxxxxIssuing Lender, with respect to any Letter of Credit issued prior to the effective date of the appointment of a successor Xxxxxxx Xxxxxx Issuing Lender until the cancellation or expiration of such Letter of Credit and the reimbursement of any amounts drawn thereunder.