Common use of Successor Security Agent Clause in Contracts

Successor Security Agent. Security Agent may, and at the request of the Requisite Lenders shall, resign as Security Agent upon reasonable notice to Credit Facility Lenders and Borrower effective upon acceptance of appointment by a successor Security Agent. If Security Agent shall resign as Security Agent under this Agreement, the Requisite Lenders shall appoint from among Credit Facility Lenders a successor Security Agent for Credit Facility Lenders, which successor Security Agent shall be approved by Borrower (and such approval shall not be unreasonably withheld or delayed). If no successor Security Agent is appointed prior to the effective date of the resignation of Security Agent, Security Agent may appoint, after consulting with Credit Facility Lenders and Borrower, a successor Security Agent from among Credit Facility Lenders. Upon the acceptance of its appointment as successor Security Agent hereunder, such successor Security Agent shall succeed to all the rights, powers and duties of the retiring Security Agent and the term “Security Agent” shall mean such successor Security Agent and the retiring Security Agent’s appointment, powers and duties as Security Agent shall be terminated. After any retiring Security Agent’s resignation hereunder as Security Agent, the provisions of this Section 14, and Section 12.3, shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Security Agent under this Agreement. Notwithstanding the foregoing, if (a) Security Agent has not been paid those fees referenced in Section 2.6.3 or has not been reimbursed for any expense reimbursable to it under Sections 12.2 or 12.3, in either case for a period of at least one (1) year and (b) no successor Security Agent has accepted appointment as Security Agent by the date which is thirty (30) days following a retiring Security Agent’s notice of resignation, the retiring Security Agent’s resignation shall nevertheless thereupon become effective and Credit Facility Lenders shall perform all of the duties of Security Agent hereunder until such time, if any, as the Requisite Lenders appoint a successor Security Agent as provided for above.

Successor Security Agent. Security Agent may, and at the request of the Requisite Lenders shall, Société Générale may resign as Security Agent upon reasonable 30 days' notice to Credit Facility the Lenders, the Administrative Agent and the Borrower and the Required Lenders may at any time remove Société Générale as Security Agent without cause upon 30-days' notice in writing signed by the Required Lenders and Borrower delivered to the Administrative Agent, the Security Agent and the Borrower, such resignation or removal to be effective upon acceptance on the later of appointment by the date specified in such notice or the date on which a successor Security Agentagent is appointed hereunder. If Security Agent shall Société Générale should resign or be removed as Security Agent under this AgreementAgreement and the other Loan Documents, then the Requisite Required Lenders shall appoint from among Credit Facility the Lenders a successor Security Agent agent for Credit Facility the Lenders, which successor Security Agent agent shall (unless an Event of Default under Section 8.1(a) or Section 8.1(f) with respect to the Borrower shall have occurred and be approved continuing) be subject to approval by the Borrower (and such which approval shall not be unreasonably withheld or delayed). If no successor Security Agent is appointed prior to the effective date of the resignation of Security Agent, Security Agent may appoint, after consulting with Credit Facility Lenders and Borrower, a successor Security Agent from among Credit Facility Lenders. Upon the acceptance of its appointment as successor Security Agent hereunder, whereupon such successor Security Agent agent shall succeed to all the rights, powers and duties of the retiring Security Agent Agent, and the term “"Security Agent” " shall mean such successor Security Agent agent effective upon such appointment and approval, and the retiring former Security Agent’s appointment's rights, powers and duties as Security Agent shall be terminated, without any other or further act or deed on the part of such former Security Agent or any of the parties to this Agreement or any holders of the Loans. If no successor agent has accepted appointment as Security Agent by the date that is 30 days following a retiring Security Agent's notice of resignation or the Required Lenders' notice of removal, the retiring Security Agent's resignation or its removal, as the case may be, shall nevertheless thereupon become effective, and the Lenders shall assume and perform all of the duties of the Security Agent hereunder until such time, if any, as the Required Lenders appoint a successor agent as provided for above. After any retiring Security Agent’s 's resignation hereunder or removal as Security Agent, the provisions of this Section 14, and Section 12.3, 10 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Security Agent under this Agreement. Notwithstanding Agreement and the foregoing, if (a) Security Agent has not been paid those fees referenced in Section 2.6.3 or has not been reimbursed for any expense reimbursable to it under Sections 12.2 or 12.3, in either case for a period of at least one (1) year and (b) no successor Security Agent has accepted appointment as Security Agent by the date which is thirty (30) days following a retiring Security Agent’s notice of resignation, the retiring Security Agent’s resignation shall nevertheless thereupon become effective and Credit Facility Lenders shall perform all of the duties of Security Agent hereunder until such time, if any, as the Requisite Lenders appoint a successor Security Agent as provided for aboveother Loan Documents.

Successor Security Agent. Security Agent may, and at the request of the Requisite Lenders Xxxxxxx shall, resign as Security Agent upon reasonable notice to Credit Facility Lenders Xxxxxxx and Borrower effective upon acceptance of appointment by a successor Security Agent. If Security Agent shall resign as Security Agent under this Agreement, the Requisite Lenders shall appoint from among Credit Facility Lenders a successor Security Agent for Credit Facility Lenders, which successor Security Agent shall be approved by Borrower Xxxxxxxx (and such approval shall not be unreasonably withheld or delayed). If no successor Security Agent is appointed prior to the effective date of the resignation of Security Agent, Security Agent may appoint, after consulting with Credit Facility Lenders and BorrowerXxxxxxxx, a successor Security Agent from among Credit Facility LendersXxxxxxxx Xxxxxxx. Upon the acceptance of its appointment as successor Security Agent hereunder, such successor Security Agent shall succeed to all the rights, powers and duties of the retiring Security Agent and the term “Security Agent” shall mean such successor Security Agent and the retiring Security Agent’s appointment, powers and duties as Security Agent shall be terminated. After any retiring Security Agent’s resignation hereunder as Security Agent, the provisions of this Section 14, and Section 12.3, shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Security Agent under this Agreement. Notwithstanding the foregoing, if (a) Security Agent has not been paid those fees referenced in Section 2.6.3 or has not been reimbursed for any expense reimbursable to it under Sections 12.2 or 12.3, in either case for a period of at least one (1) year and (b) no successor Security Agent has accepted appointment as Security Agent by the date which is thirty (30) days following a retiring Security Agent’s notice of resignation, the retiring Security Agent’s resignation shall nevertheless thereupon become effective and Credit Facility Lenders shall perform all of the duties of Security Agent hereunder until such time, if any, as the Requisite Lenders appoint a successor Security Agent as provided for above.. 14.9

Successor Security Agent. Security Agent mayacknowledges that its ------------------------ current intention is to remain Security Agent hereunder. Nevertheless, Security Agent may resign at any time by giving written notice thereof to the Purchasers and at Pledgor. Security Agent may be removed involuntarily for any reason upon the request affirmative vote of the Requisite Lenders shall, resign as Security Agent upon reasonable notice to Credit Facility Lenders and Borrower effective upon acceptance of appointment by a successor Security AgentMajority Purchasers. If Security Agent shall resign as Security Agent under this AgreementUpon any such resignation or removal, the Requisite Lenders Majority Purchasers shall have the right, without the consent of Pledgor to appoint from among Credit Facility Lenders a successor Security Agent for Credit Facility Lenders, which successor Security Agent shall be approved by Borrower (a commercial bank or an affiliate thereof having a combined capital and such approval shall not be unreasonably withheld surplus of at least $250,000,000 or delayed)is otherwise reasonably acceptable to Pledgors. If no successor Security Agent is shall have been so appointed prior to by the effective date Majority Purchasers, and shall have accepted such appointment, within 30 days after the retiring Security Agent's giving of notice of resignation or the Purchasers' removal of the resignation of retiring Security Agent, the retiring Security Agent may appointmay, after consulting with Credit Facility Lenders and Borroweron behalf of the Purchasers, appoint a successor Security Agent from among Credit Facility LendersAgent, which shall be a commercial bank or an affiliate thereof having a combined capital and surplus of at least $250,000,000. Upon the acceptance of its any appointment as Security Agent by a successor Security Agent hereunderAgent, such successor Security Agent shall thereupon succeed to and become vested with all the rights, powers powers, privileges and duties of the retiring Security Agent and the term “Security Agent” shall mean such successor Security Agent , and the retiring Security Agent’s appointment, powers Agent shall be discharged from its continuing duties and duties obligations as Security Agent shall be terminatedhereunder. After any retiring Security Agent’s 's resignation or removal hereunder as Security Agent, the provisions of this Section 14, and Section 12.3, Article 2 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Security Agent under this Agreement. Notwithstanding the foregoing, if (a) Security Agent has not been paid those fees referenced in Section 2.6.3 or has not been reimbursed for any expense reimbursable to it under Sections 12.2 or 12.3, in either case for a period of at least one (1) year and (b) no successor Security Agent has accepted appointment as Security Agent by the date which is thirty (30) days following a retiring Security Agent’s notice of resignation, the retiring Security Agent’s resignation shall nevertheless thereupon become effective and Credit Facility Lenders shall perform all of the duties of Security Agent hereunder until such time, if any, as the Requisite Lenders appoint a successor Security Agent as provided for above.