Resignation of Swing Line ​ and Issuing Bank. Notwithstanding anything to the contrary contained herein, any Issuing Bank or the Swing Line ​ may, upon thirty days’ notice to the ​ and the Revolving Lenders, resign as an Issuing Bank or the Swing Line ​, respectively; provided that on or prior to the expiration of such 30-day period with respect to such resignation, the relevant Issuing Bank or the Swing Line ​ shall have identified a successor Issuing Bank or Swing Line ​ reasonably acceptable to the ​ willing to accept its appointment as successor Issuing Bank or Swing Line ​ hereunder. In the event of any such resignation of an Issuing Bank or the Swing Line ​, the ​ shall be entitled to appoint from among the Lenders willing to accept such appointment a successor Issuing Bank or Swing Line ​ hereunder; provided that no failure by the ​ to appoint any such successor shall affect the resignation of the relevant Issuing Bank or the Swing Line ​, as the case may be, except as expressly provided above. If an Issuing Bank resigns as an Issuing Bank, it shall retain all the rights and obligations of an Issuing Bank hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an Issuing Bank and all Letter of Credit Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Letters of Credit pursuant to Section 2.04(c)). If the Swing Line ​ resigns as Swing Line ​, it shall retain all the rights of the Swing Line ​ provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.03(c). Upon the appointment by the ​ of a successor Issuing Bank of Swing Line ​ hereunder (which successor shall in all cases be a ​ other than a Defaulting ​), # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank or Swing Line ​, as applicable, # the retiring Issuing Bank or Swing Line ​, as applicable, shall be discharged from all of their respective duties and obligations hereunder or under the other Loan Documents, and # the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to the retiring Issuing Bank to effectively assume the obligations of the retiring Issuing Bank with respect to such Letters of Credit.

Notwithstanding anything to the contrary contained herein, any L/C Issuer or Swing Line Lender may, upon thirty (30) days’ notice to the Borrower and the ​, resign as an L/C Issuer or Swing Line Lender, respectively; provided that on or prior to the expiration of such 30-day period with respect to such resignation, the relevant L/C Issuer or Swing Line Lender shall have identified a successor L/C Issuer or Swing Line Lender reasonably acceptable to the Borrower willing to accept its appointment as successor L/C Issuer or Swing Line Lender, as applicable, unless, at the option of the Borrower, the Borrower shall have appointed one or more L/C Issuers or Swing Line ​ from among the ​ willing to accept such appointment as a successor L/C Issuer or Swing Line Lender hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the relevant L/C Issuer or the Swing Line Lender, as the case may be, except as expressly provided above. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights and obligations of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to ‎Section 2.03(c)). If the Swing Line Lender resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Loans, Eurocurrency Rate Loans, Term SOFR Loans or fund risk participations in outstanding Swing Line Loans pursuant to ‎Section 2.04(c).

upon 30 days’ notice to the ​, resign as Swingline Lender. In the event of any such resignation as an L/C Issuer or Swingline Lender, the Company shall be entitled to appoint from among the ​ a successor L/C Issuer or Swingline Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as an L/C Issuer or Swingline Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of the an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swingline Lender, it shall retain all the rights of the Swingline Lender provided for hereunder with respect to Swingline Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Loans or fund risk participations in outstanding Swingline Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swingline Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swingline Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swingline [[Organization A:Organization]] after Assignment. Notwithstanding anything to the contrary contained herein, if at any time SVB assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection # above, SVB may, # upon thirty (30) days’ notice to the ​ and the ​, resign as L/C Issuer and/or # upon thirty (30) days’ notice to the ​, resign as Swingline [[Organization A:Organization]]. In the event of any such resignation as L/C Issuer or Swingline [[Organization A:Organization]], the ​ shall be entitled to appoint from among the ​ a successor L/C Issuer or Swingline [[Organization A:Organization]] hereunder; provided, however, that no failure by the ​ to appoint any such successor shall affect the resignation of SVB as L/C Issuer or Swingline [[Organization A:Organization]], as the case may be. If SVB resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If SVB resigns as Swingline [[Organization A:Organization]], it shall retain all the rights of the Swingline [[Organization A:Organization]] provided for hereunder with respect to Swingline Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Loans or fund risk participations in outstanding Swingline Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swingline [[Organization A:Organization]], # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swingline [[Organization A:Organization]], as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to SVB to effectively assume the obligations of SVB with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Subject to clause (vii) of subsection # above, if at any time any L/C Issuer or the Swing Line Lender assigns all of its Commitment and Loans pursuant to subsection # above, such L/C Issuer or the Swing Line Lender may, # upon 30 days’ notice to the Company and the ​, resign as L/C Issuer and/or # upon 30 days’ notice to the Company, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or the Swing Line Lender, the Company shall be entitled to appoint from among the ​ a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of the applicable L/C Issuer or the Swing Line Lender as L/C Issuer or Swing Line Lender, as the case may be. If the applicable L/C Issuer resigns as a L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all its respective Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.04(e)). If the applicable Swing Line Lender resigns as Swing Line Lender, it shall retain all the rights and obligations of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Committed Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the applicable Letters of Credit, if any, outstanding at the time of such succession or make other arrangements reasonably satisfactory to the applicable retiring L/C Issuer to effectively assume the obligations of the applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection # above, [[Administrative Agent:Organization]] may, # upon 5 Business Days’ notice to the Borrower and the ​, resign as L/C Issuer and/or # upon 5 Business Days’ notice to the Borrower resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the ​ a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swingline Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Revolving Commitment and Revolving Loans pursuant to [clause (b) above], [[Administrative Agent:Organization]] may, # upon thirty (30) days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as L/C Issuer and/or # upon thirty (30) days’ notice to the Borrower, resign as Swingline Lender. In the event of any such resignation as L/C Issuer or Swingline Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swingline Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swingline Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swingline Lender, it shall retain all the rights of the Swingline Lender provided for hereunder with respect to Swingline Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swingline Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swingline Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swingline Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Commitment and Revolving Credit Loans pursuant to [Section 10.06(b)], [[Administrative Agent:Organization]] may, # upon 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or # upon 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, # that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be and # no Lender shall be required to accept the appointment as a successor L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)2.04(a)]. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender After Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection # above, [[Administrative Agent:Organization]] may, # upon 30 days’ notice to the Company and the Lenders, resign as L/C Issuer and/or # upon 30 days’ notice to the Company, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Revolving Credit Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Revolving Credit Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

days’ notice to the Company and the Lenders, resign as L/C Issuer or Swing Line Lender or both. In the event of any such resignation, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder, as applicable; provided, however, that no failure by the Company to appoint any such successor shall affect any such resignation of JPMorgan. If JPMorgan resigns as L/C Issuer or Swing Line Lender, it shall, as applicable, retain all the rights, powers, privileges and duties of the Swing Line Lender with respect to all outstanding Swing Line Loans as of the effective date of its resignation as Swing Line Lender (including the right to require the Lenders to fund risk participations in Swing Line Loans) or the L/C Issuer with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). Upon the appointment of a successor L/C Issuer or Swing Line Lender, as the case may be, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as applicable, and # in the case of a resignation of the L/C Issuer, the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to JPMorgan to effectively assume the obligations of JPMorgan with respect to such Letters of Credit.