Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below, Agent may resign at any time by giving at least 30 days written notice thereof to Lenders and Borrowers Upon receipt of such notice, Required Lenders shall have the right to appoint a successor Agent which shall be # a Lender or an Affiliate of a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers. If no successor Agent is appointed prior to the effective date of Agent’s resignation, then Agent may appoint a successor Agent that is a financial institution acceptable to it, which shall be a Lender unless no Lender accepts the role. Upon acceptance by a successor Agent of its appointment hereunder, such successor Agent shall thereupon succeed to and become vested with all the powers and duties of the retiring Agent without further act, and the retiring Agent shall be discharged from its duties and obligations hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation, the provisions of this [Section 12] shall continue in effect for its benefit with respect to any actions taken or omitted to be taken by it while Agent. Any successor to BMO by merger or acquisition of stock or its Loans, hereunder, shall continue to be Agent hereunder without further act on the part of any Secured Party or Borrower.
Resignation; SuccessorSECTION # Resignation of Agent. (a) The Agent Subject to the appointment and acceptance of a successor Agent as provided below, Agent may resign at any time by giving at least 30 days writtengive notice thereofof its resignation to the Lenders and Borrowersthe Borrower. Upon receipt of any such notice,notice of resignation, the Required Lenders shall have the right to appoint a successor Agentsuccessor, which shall be # a Lenderbank with an office in the United States, or an Affiliate of a Lender; or # a financial institutionany such bank with an office in the United States, provided that, unless an Event of Default has occurred and is continuing, such successor Agent shall be reasonably acceptablesatisfactory to the Borrower. If no such successor shall have been so appointed by the Required Lenders and (provided no Default or Eventshall have accepted such appointment within 30 days after the retiring Agent gives notice of Default exists) Borrowers. If no successorits resignation (or such earlier day as shall be agreed by the Required Lenders) (the Resignation Effective Date), then the retiring Agent is appointed prior tomay (but shall not be obligated to), on behalf of the effective date of Agent’s resignation, then Agent mayLenders, appoint a successor Agent that is a financial institution acceptable to it, which shall be a Lender unless no Lender acceptsmeeting the role. Upon acceptance byqualifications set forth above. Whether or not a successor Agent of its appointment hereunder,has been appointed, such successor Agentresignation shall thereupon succeed to and become vestedeffective in accordance with all the powers and duties of the retiring Agent without further act, and the retiring Agent shall be discharged from its duties and obligations hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation, the provisions of this [Section 12] shall continue in effect for its benefit with respect to any actions taken or omitted to be taken by it while Agent. Any successor to BMO by merger or acquisition of stock or its Loans, hereunder, shall continue to be Agent hereunder without further actsuch notice on the part of any Secured Party or Borrower.Resignation Effective Date.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,Agent. Agent may resign at any time by giving at leastas Agent upon 30 days (10 days if an Event of Default has occurred and is continuing) prior written notice thereof to the Lenders (unless such notice is waived by the Required Lenders) and Borrowers Upon receiptBorrower (unless such notice is waived by Borrower or an Event of such notice,Default exists) and without any notice to the Bank Product Providers. If Agent resigns under this Agreement, the Required Lenders shall havebe entitled, with (so long as no Event of Default has occurred and is continuing) the rightconsent of Borrower (such consent not to be unreasonably withheld, delayed, or conditioned), appoint a successor Agent which shall be # afor the Lenders (and the Bank Product Providers). If, at the time that Agent's resignation is effective, it is acting as Issuing Lender or an Affiliatethe Swing Lender, such resignation shall also operate to effectuate its resignation as Issuing Lender or the Swing Lender, as applicable, and it shall automatically be relieved of a Lender;any further obligation to issue Letters of Credit, to cause the Underlying Issuer to issue Letters of Credit, or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.make Swing Loans. If no successor Agent is appointed prior to the effective date of Agent’s resignation, thenthe resignation of Agent, Agent may appointappoint, after consulting with the Lenders and Borrower, a successor Agent. If Agent has materially breached or failed to perform any material provision of this Agreement or of applicable law, the Required Lenders may agree in writing to remove and replace Agent with a successor Agent thatfrom among the Lenders with (so long as no Event of Default has occurred and is a financial institution acceptablecontinuing) the consent of Borrower (such consent not to it, which shall be a Lender unless no Lender acceptsunreasonably withheld, delayed, or conditioned). In any such event, upon the role. Upon acceptance by a successor Agent of its appointment as successor Agent hereunder, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, and duties of the retiring Agent without further act,and the term "Agent" shall mean such successor Agent and the retiring Agent's appointment, powers, and duties as Agent shall be discharged from its duties and obligationsterminated. After any retiring Agent's resignation hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation,as Agent, the provisions of this [Section 12]15] shall continue in effect forinure to its benefit with respectas to any actions taken or omitted to be taken by it while Agent. Anyit was Agent under this Agreement. If no successor to BMOAgent has accepted appointment as Agent by merger or acquisitionthe date which is 30 days following a retiring Agent's notice of stock or its Loans, hereunder,resignation, the retiring Agent's resignation shall continue to benevertheless thereupon become effective and the Lenders shall perform all of the duties of Agent hereunder without further act onuntil such time, if any, as the part of any Secured Party or Borrower.Lenders appoint a successor Agent as provided for above.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,Agent. Agent may resign at any time by giving at leastas Agent upon 30 days (10 days if an Event of Default has occurred and is continuing) prior written notice thereof to the Lenders (unless such notice is waived by the Required Lenders) and Borrowers Upon receipt of(unless such notice,notice is waived by Borrowers) and without any notice to the Bank Product Providers. If Agent resigns under this Agreement, the Required Lenders shall havebe entitled, with (so long as no Event of Default has occurred and is continuing) the rightconsent of Borrowers (such consent not to be unreasonably withheld, delayed, or conditioned), appoint a successor Agent whichfor the Lenders (and the Bank Product Providers). If, at the time that Agents resignation is effective, it is acting as Issuing Bank or the Swing Lender, such resignation shall also operate to effectuate its resignation as Issuing Bank or the Swing Lender, as applicable, and it shall automatically be # a Lenderrelieved of any further obligation to issue Letters of Credit, or an Affiliate of a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.make Swing Loans. If no successor Agent is appointed prior to the effective date of Agent’s resignation, thenthe resignation of Agent, Agent may appointappoint, after consulting with the Lenders and Borrowers, a successor Agent. If Agent has materially breached or failed to perform any material provision of this Agreement or of applicable law, the Required Lenders may agree in writing to remove and replace Agent with a successor Agent thatfrom among the Lenders with (so long as no Event of Default has occurred and is a financial institution acceptablecontinuing) the consent of Borrowers (such consent not to it, which shall be a Lender unless no Lender acceptsunreasonably withheld, delayed, or conditioned). In any such event, upon the role. Upon acceptance by a successor Agent of its appointment as successor Agent hereunder, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, and duties of the retiring Agent without further act,and the term Agent shall mean such successor Agent and the retiring Agents appointment, powers, and duties as Agent shall be discharged from its duties and obligationsterminated. After any retiring Agents resignation hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation,as Agent, the provisions of this [Section 12]15] shall continue in effect forinure to its benefit with respectas to any actions taken or omitted to be taken by it while Agent. Anyit was Agent under this Agreement. If no successor to BMOAgent has accepted appointment as Agent by merger or acquisitionthe date which is 30 days following a retiring Agents notice of stock or its Loans, hereunder,resignation, the retiring Agents resignation shall continue to benevertheless thereupon become effective and the Lenders shall perform all of the duties of Agent hereunder without further act onuntil such time, if any, as the part of any Secured Party or Borrower.Lenders appoint a successor Agent as provided for above.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,Agent. Agent may resign at any time by giving at leastas Agent upon 30 days (ten days if an Event of Default has occurred and is continuing) prior written notice thereof to the Lenders (unless such notice is waived by the Required Lenders) and Borrowers Upon receipt of(unless such notice, Required Lenders shall have the right to appointnotice is waived by Borrowers or a successor Agent which shall be # a Lender or an Affiliate of a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.has occurred and is continuing) and without any notice to the Bank Product Providers. If Agent resigns under this Agreement, the Required Lenders shall be entitled, with (so long as no Event of Default has occurred and is continuing) the consent of Borrowers (such consent not to be unreasonably withheld, delayed, or conditioned), appoint a successor Agent for the Lenders (and the Bank Product Providers). If, at the time that Agent’s resignation is effective, it is acting as Issuing Bank or the Swing Lender, such resignation shall also operate to effectuate its resignation as Issuing Bank or the Swing Lender, as applicable, and it shall automatically be relieved of any further obligation to issue Letters of Credit, or to make Swing Loans. If no successor Agent is appointed prior to the effective date of Agent’s resignation, thenthe resignation of Agent, Agent may appointappoint, after consulting with the Lenders and Borrowers, a successor Agent. If Agent has materially breached or failed to perform any material provision of this Agreement or of applicable law, the Required Lenders may agree in writing to remove and replace Agent with a successor Agent thatfrom among the Lenders with (so long as no Event of Default has occurred and is a financial institution acceptablecontinuing) the consent of Borrowers (such consent not to it, which shall be a Lender unless no Lender acceptsunreasonably withheld, delayed, or conditioned). In any such event, upon the role. Upon acceptance by a successor Agent of its appointment as successor Agent hereunder, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, and duties of the retiring Agent without further act,and the term “Agent” shall mean such successor Agent and the retiring Agent’s appointment, powers, and duties as Agent shall be discharged from its duties and obligationsterminated. After any retiring Agent’s resignation hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation,as Agent, the provisions of this [Section 12]15] shall continue in effect forinure to its benefit with respectas to any actions taken or omitted to be taken by it while Agent. Anyit was Agent under this Agreement. If no successor to BMOAgent has accepted appointment as Agent by merger or acquisitionthe date which is 30 days following a retiring Agent’s notice of stock or its Loans, hereunder,resignation, the retiring Agent’s resignation shall continue to benevertheless thereupon become effective and the Lenders shall perform all of the duties of Agent hereunder without further act onuntil such time, if any, as the part of any Secured Party or Borrower.Lenders appoint a successor Agent as provided for above.
Resignation; Successor Agent. Agent Subjectmay resign as Agent upon 45 days notice to the appointment. If Agent resigns under this Agreement, the Required shall appoint, with the consent of Borrower (such consent not to be unreasonably withheld or delayed) or, if # a Payment Default or an Insolvency Default has occurred and acceptanceis continuing or # any other Event of Default has occurred and has been continuing for a period of at least 30 days, in consultation with Borrower, a successor Agent as provided below, Agent may resign at any time by giving at least 30 days written notice thereof to Lenders and Borrowers Upon receipt of such notice, Required Lenders shall havefor the right to appoint a successor Agent which shall be # a Lender or an Affiliate of a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.. If no successor Agent is appointed prior to the effective date of Agent’s resignation, thenthe resignation of Agent, Agent may appointappoint, after consulting with the and with the consent of Borrower (such consent not to be unreasonably withheld or delayed) or, if # a Payment Default or an Insolvency Default has occurred and is continuing or # any other Event of Default has occurred and has been continuing for a period of at least 30 days, in consultation with Borrower, a successor Agent. If Agent has materially breached or failed to perform any material provision of this Agreement or of applicable law, the Required may agree in writing to remove and replace Agent with a successor Agent that is a financial institution acceptablefrom among the with the consent of Borrower (such consent not to it, which shall be a Lender unless no Lender acceptsunreasonably withheld or delayed). In any such event, upon the role. Upon acceptance by a successor Agent of its appointment as successor Agent hereunder, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, and duties of the retiring Agent without further act,and the term “Agent” shall mean such successor Agent and the retiring Agent’s appointment, powers, and duties as Agent shall be discharged from its duties and obligationsterminated. After any retiring Agent’s resignation hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation,as Agent, the provisions of this [Section 12][Article X] shall continue in effect forinure to its benefit with respectas to any actions taken or omitted to be taken by it while Agent. Anyit was Agent under this Agreement. If no successor to BMOAgent has accepted appointment as Agent by merger or acquisitionthe date which is 45 days following a retiring Agent’s notice of stock or its Loans, hereunder,resignation, the retiring Agent’s resignation shall continue to benevertheless thereupon become effective and the shall perform all of the duties of Agent hereunder without further act onuntil such time, if any, as the part of any Secured Party or Borrower. appoint a successor Agent as provided for above.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,Agent. Agent may resign at any time by giving at least 30as Agent upon thirty (30) days prior written notice thereof to the Lenders (unless such notice is waived by the Required Lenders) and Borrowers Upon receipt ofBorrower Agent (unless such notice,notice is waived by Borrowers) and without any notice to the Bank Product Providers. If Agent resigns under this Agreement, the Required Lenders shall havebe entitled, with (so long as no Event of Default has occurred and is continuing) the rightconsent of Borrower Agent (such consent not to be unreasonably withheld, delayed, or conditioned), appoint a successor Agent which shall be # afor the Lenders (and the Bank Product Providers). If, at the time that Agent’s resignation is effective, it is acting as the Issuing Lender or an Affiliatethe Swing Lender, such resignation shall also operate to effectuate its resignation as the Issuing Lender or the Swing Lender, as applicable, and it shall automatically be relieved of a Lender;any further obligation to issue Letters of Credit, to cause the Underlying Issuer to issue Letters of Credit, or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.make Swing Loans. If no successor Agent is appointed prior to the effective date of Agent’s resignation, then Agent may appoint a successor Agent that is a financial institution acceptable to it, which shall be a Lender unless no Lender accepts the role. Upon acceptance by a successor Agent of its appointment hereunder, such successor Agent shall thereupon succeed to and become vested with all the powers and duties of the retiring Agent without further act, and the retiring Agent shall be discharged from its duties and obligations hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation, the provisions of this [Section 12] shall continue in effect for its benefit with respect to any actions taken or omitted to be taken by it while Agent. Any successor to BMO by merger or acquisition of stock or its Loans, hereunder, shall continue to be Agent hereunder without further act on the part of any Secured Party or Borrower.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,in this paragraph, the Agent may resign at any time by giving at least 30 days written notice thereof to Lendersnotifying the and Borrowersthe Company. Upon receipt ofany such notice,resignation, the Required Lenders shall have the rightright, in consultation with the Company, to appoint a successor. If no successor shall have been so appointed by the Required and shall have accepted such appointment within 30 days after the retiring Agent gives notice of its resignation, then the retiring Agent may, on behalf of the , appoint a successor Agent which shall be # a Lenderbank with an office in , or an Affiliate of a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers. If no successor Agent is appointed prior toany such bank. Upon the effective date of Agent’s resignation, then Agent may appoint a successor Agent that is a financial institution acceptable to it, which shall be a Lender unless no Lender accepts the role. Upon acceptance by a successor Agent of its appointment hereunder,as Agent hereunder by a successor, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, privileges and duties of the retiring Agent without further act,Agent, and the retiring Agent shall be discharged from its duties and obligations hereunder buthereunder. The fees payable by the Company to a successor Agent shall continuebe the same as those payable to haveits predecessor unless otherwise agreed between the benefits ofCompany and such successor. After the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstanding any Agent’s resignation,resignation hereunder, the provisions of this Article and [Section 12]10.6] shall continue in effect for the benefit of such retiring Agent, its benefit withsub agents and their respective Related Parties in respect toof any actions taken or omitted to be taken by any of them while it whilewas acting as Agent. Any successor to BMO by merger or acquisition of stock or its Loans, hereunder, shall continue to be Agent hereunder without further act on the part of any Secured Party or Borrower.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,§14.9 Resignation. The Agent may resign at any time by giving at least 30 daysthirty (30) calendar days’ prior written notice thereof to the Lenders and Borrowersthe Borrower. The Required Lenders may remove the Agent from its capacity as Agent in the event of the Agent’s gross negligence or willful misconduct or if the Agent is a Defaulting Lender. Upon receiptany such resignation, or removal, the Required Lenders, subject to the terms of such notice, Required Lenders§18.1, shall have the right to appoint as a successor Agent which shall beAgent, # aany Lender or an Affiliate# any bank whose senior debt obligations are rated not less than “A” or its equivalent by Moody’s or not less than “A” or its equivalent by S&P and which has a net worth of not less than . Unless a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.shall have occurred and be continuing, such successor Agent shall be reasonably acceptable to the Borrower. If no successor Agent isshall have been appointed prior toand shall have accepted such appointment within thirty (30) days after the effective dateretiring Agent’s giving of Agent’notice of resignation or the Required Lender’s resignation,removal of the Agent, then the retiring or removed Agent maymay, on behalf of the Lenders, appoint a successor Agent that is a financial institution acceptable to it,Agent, which shall be # any Lender or # any financial institution whose senior debt obligations are rated not less than “” or its equivalent by Moody’s or not less than “A” or its equivalent by S&P and which has a Lender unless no Lender acceptsnet worth of not less than . Upon the role. Upon acceptance of any appointment as Agent hereunder by a successor Agent of its appointment hereunder,Agent, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, privileges and duties of the retiring Agent without further act,or removed Agent, and the retiring or removed Agent shall be discharged from its duties and obligations hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstandingas Agent. After any retiring Agent’s resignation,resignation or removal, the provisions of this [Section 12]Agreement and the other Loan Documents shall continue in effect for its benefit within respect toof any actions taken or omitted to be taken by it while it was acting as Agent. AnyUpon any change in the Agent under this Agreement, the resigning or removed Agent shall execute such assignments of and amendments to the Loan Documents as may be necessary to substitute the successor to BMO by mergerAgent for the resigning or acquisition of stock or its Loans, hereunder, shall continue to be Agent hereunder without further act on the part of any Secured Party or Borrower.removed Agent.
Resignation; Successor Agent Subject to the appointment and acceptance of a successor Agent as provided below,§14.9 Resignation. The Agent may resign at any time by giving at least 30 daysthirty (30) calendar days’ prior written notice thereof to the Lenders and Borrowersthe Borrower. The Required Lenders may remove the Agent from its capacity as Agent in the event of the Agent’s gross negligence or willful misconduct or if the Agent is a Defaulting Lender. Upon receiptany such resignation, or removal, the Required Lenders, subject to the terms of such notice, Required Lenders§18.1, shall have the right to appoint as a successor Agent which shall beAgent, # aany Lender or an Affiliate# any bank whose senior debt obligations are rated not less than “A” or its equivalent by Moody’s or not less than “A” or its equivalent by S&P and which has a net worth of not less than . Unless a Lender; or # a financial institution reasonably acceptable to Required Lenders and (provided no Default or Event of Default exists) Borrowers.shall have occurred and be continuing, such successor Agent shall be reasonably acceptable to the Borrower. If no successor Agent isshall have been appointed prior toand shall have accepted such appointment within thirty (30) days after the effective dateretiring Agent’s giving of Agent’notice of resignation or the Required Lender’s resignation,removal of the Agent, then the retiring or removed Agent maymay, on behalf of the Lenders, appoint a successor Agent that is a financial institution acceptable to it,Agent, which shall be # any Lender or # any financial institution whose senior debt obligations are rated not less than “” or its equivalent by Moody’s or not less than “A” or its equivalent by S&P and which has a Lender unless no Lender acceptsnet worth of not less than . Upon the role. Upon acceptance of any appointment as Agent hereunder by a successor Agent of its appointment hereunder,Agent, such successor Agent shall thereupon succeed to and become vested with all the powersrights, powers, privileges and duties of the retiring Agent without further act,or removed Agent, and the retiring Agentor removed Agent, shall be discharged from its duties and obligations hereunder but shall continue to have the benefits of the indemnification set forth in [Sections 12.6 and 14.22]2]]. Notwithstandingas Agent. After any retiring Agent’s resignation,resignation or removal, the provisions of this [Section 12]Agreement and the other Loan Documents shall continue in effect for its benefit within respect toof any actions taken or omitted to be taken by it while it was acting as Agent. AnyUpon any change in the Agent under this Agreement, the resigning or removed Agent shall execute such assignments of and amendments to the Loan Documents as may be necessary to substitute the successor to BMO by mergerAgent for the resigning or acquisition of stock or its Loans, hereunder, shall continue to be Agent hereunder without further act on the part of any Secured Party or Borrower.removed Agent.
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