Resignation and Removal of Collateral Agent Clause Samples
Resignation and Removal of Collateral Agent. Subject to the appointment of a successor as and to the extent set forth herein, (i) the Applicable Authorized Representative may by notice to the Collateral Agent, each other Authorized Representative and the Company and upon obtaining the prior consent of the Term Loan Authorized Representative, the Revolving Authorized Representative and each other Authorized Representative of a Series of Secured First Lien Obligations consisting of term or revolving credit facilities remove the Collateral Agent and (ii) the Collateral Agent may at any time give notice of its resignation as Collateral Agent under this Agreement and the other First Lien Security Documents to each Authorized Representative and the Company. Upon receipt of any such notice of removal or resignation, the Applicable Authorized Representative shall have the right, upon obtaining the written consent of the Company (which consent shall not be unreasonably withheld), to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Applicable Authorized Representative and shall have accepted such appointment within 30 days after such notice of removal or after the retiring Collateral Agent gives notice of its resignation, then the retiring Collateral Agent may, on behalf of the Secured First Lien Parties, appoint a successor Collateral Agent meeting the qualifications set forth above; provided that if the Collateral Agent shall notify the Company and each Authorized Representative that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (a) the retiring Collateral Agent shall be discharged from its duties and obligations hereunder and under the other First Lien Security Documents (except that in the case of any collateral security held by the Collateral Agent on behalf of the Secured First Lien Parties under any of the First Lien Security Documents, the retiring Collateral Agent shall continue to hold such collateral security solely for purposes of maintaining the perfection of the security interests of the Secured First Lien Parties therein until such time as a successor Collateral Agent is appointed but with no obligation to take any further action at the request of the Applicable Authorized Representative or any other Secured First Lien Parties) and (b) all paym...
Resignation and Removal of Collateral Agent. (a) The Collateral Agent may resign as Collateral Agent, or the Controlling Party may, in its sole discretion, remove the Collateral Agent, with sixty (60) days’ (in the case of the Collateral Agent resigning) or thirty (30) days’ (in the case of the removal of the Collateral Agent) prior written notice to (i) the Controlling Party, the other Secured Parties and the Borrower (in the case of the Collateral Agent resigning), or (ii) to the Collateral Administrator, the Custodian, the Valuation Agent, the Administrative Agent, the Collateral Agent, the other Secured Parties and the Borrower (in the case of the removal of the Collateral Agent). Any such resignation or removal shall become effective following the appointment of a successor Collateral Agent in accordance with the provisions of this Section 9.08. Upon any resignation or removal of the Collateral Agent, the Controlling Party shall appoint a successor Collateral Agent, which successor Collateral Agent shall succeed to the rights, powers and duties of the Collateral Agent, and the term “Collateral Agent” shall mean such successor Collateral Agent effective upon such appointment and approval, and the former Collateral Agent’s rights, powers and duties as Collateral Agent shall be terminated, without any other or further act or deed on the part of such former Collateral Agent or any of the parties to this Agreement or any holders of the obligations owing hereunder. On and after the effective date of any resignation or removal of the Collateral Agent hereunder, the provisions of this Section 9 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Collateral Agent under this Agreement.
Resignation and Removal of Collateral Agent. Collateral Agent may be removed and may resign in accordance with the provisions of Section 9.5 of the Loan Agreement.
Resignation and Removal of Collateral Agent. The Collateral Agent may resign at any time without cause by giving at least 30 days’ prior written notice to the Borrower and the Administrative Agent. The Administrative Agent may at any time remove the Collateral Agent without cause by an instrument in writing delivered to the Secured Parties, the Borrower and the Collateral Agent. No resignation or removal of the Collateral Agent pursuant to this Section 6.01 shall become effective prior to the date of appointment by the Administrative Agent of a successor Collateral Agent and the acceptance of such appointment by such successor Collateral Agent.
Resignation and Removal of Collateral Agent. (1) A resignation or removal of the Collateral Agent and appointment of a successor Collateral Agent will become effective only upon the successor Collateral Agent’s acceptance of appointment as provided in this Section 5.20.
(2) The Collateral Agent may resign in writing at any time and be discharged from its obligations hereunder created by so notifying the Issuers. Prior to the incurrence of Additional Secured Obligations, the Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Collateral Agent by so notifying the Collateral Agent and the Issuers in writing. After incurrence of the Additional Secured Obligations, the Required Secured Creditors may remove the Collateral Agent by so notifying the Collateral Agent and the Issuers in writing. The Issuers may remove the Collateral Agent if:
(a) the Collateral Agent is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Collateral Agent under any Bankruptcy Law;
(b) a custodian or public officer takes charge of the Collateral Agent or its property; or
(c) the Collateral Agent becomes incapable of acting.
(3) If the Collateral Agent resigns or is removed or if a vacancy exists in the office of Collateral Agent for any reason, the Issuers will promptly appoint a successor Collateral Agent. Within one year after the successor Collateral Agent takes office, the Holders of a majority in aggregate principal amount of the then outstanding Notes (and, after the issuance of any Additional Secured Obligations, solely the Required Secured Creditors) may appoint a successor Collateral Agent to replace the successor Collateral Agent appointed by the Issuers.
(4) If a successor Collateral Agent does not take office within sixty (60) days after the retiring Collateral Agent resigns or is removed, the retiring Collateral Agent, the Issuers, or the Holders of at least 10% in aggregate principal amount of the then outstanding Notes (and, after the issuance of any Additional Secured Obligations, the holders of at least 10% in aggregate principal amount of the then outstanding Secured Obligations) may petition any court of competent jurisdiction for the appointment of a successor Collateral Agent.
(5) A successor Collateral Agent will deliver a written acceptance of its appointment to the retiring Collateral Agent and to the Issuers. The resignation or removal of a Collateral Agent shall become effective only upon (a) the execution and delivery of...
Resignation and Removal of Collateral Agent. (a) The Collateral Agent may, at any time with or without cause by giving forty-five (45) days’ prior written notice to the Servicer, each of the Grantors and the Secured Parties, resign and be discharged of its responsibilities hereunder created, such resignation to become effective upon the appointment by the Secured Parties of a successor Collateral Agent, and the acceptance of such appointment by such successor Collateral Agent. The Servicer shall, promptly upon receipt thereof, provide a copy of the notice from the Collateral Agent referred to in the preceding sentence to each Rating Agency. The Collateral Agent may be removed with respect to all or a portion of the Vehicle Collateral by the Servicer at any time (with or without cause) upon thirty (30) days’ prior written notice by the Servicer to the Collateral Agent, the Grantors, the Secured Parties and each of the Rating Agencies, and the appointment by each of the Secured Parties of a successor Collateral Agent; provided, however, that (i) if the Servicer is in default (beyond all applicable grace and cure periods) of any obligation under this Agreement relating to the HVF Vehicle Collateral or an Amortization Event with respect to any Series of Notes Outstanding has occurred and is continuing, the right of the Servicer to remove the Collateral Agent with respect to the HVF Vehicle Collateral shall cease and the HVF General Secured Party shall have the right to remove the Collateral Agent (with or without cause) with respect to the HVF Vehicle Collateral upon thirty (30) days’ written notice to the Servicer, the Grantors, each HVF Segregated Series Secured Party, the HGI Secured Party, the Collateral Agent and each of the Rating Agencies and (ii) if the Servicer is in default (beyond all applicable grace and cure periods) of any obligation under this Agreement relating to the HVF Segregated Series Vehicle Collateral for any Segregated Series of Notes or an Amortization Event with respect to such Segregated Series of Notes has occurred and is continuing, the right of the Servicer to remove the Collateral Agent with respect to such HVF Segregated Series Vehicle Collateral shall cease and the related HVF Segregated Series Secured Party shall have the right to remove the Collateral Agent (with or without cause) with respect to the applicable HVF Segregated Series Vehicle Collateral upon thirty (30) days’ written notice to the Servicer, the Grantors, each HVF Segregated Series Secured Party, the HGI S...
Resignation and Removal of Collateral Agent. (1) A resignation or removal of the Collateral Agent and appointment of a successor Collateral Agent will become effective only upon the successor Collateral Agent’s acceptance of appointment as provided in this Section 5.24.
(2) The Collateral Agent may resign in writing at any time and be discharged from its obligations hereunder created by so notifying the Issuers. Prior to the incurrence of Additional Secured Obligations, the Holders of a majority in aggregate principal amount of the then outstanding Notes may remove the Collateral Agent by so notifying the Collateral Agent and the Issuers in writing. After incurrence of the Additional Secured Obligations, the Required Secured Creditors may remove the Collateral Agent by so notifying the Collateral Agent and the Issuers in writing. The Issuers may remove the Collateral Agent if:
(a) the Collateral Agent is adjudged a bankrupt or an insolvent or an order for relief is entered with respect to the Collateral Agent under any Bankruptcy Law;
(b) a custodian or public officer takes charge of the Collateral Agent or its property; or
(c) the Collateral Agent becomes incapable of acting.
(3) If the Collateral Agent resigns or is removed or if a vacancy exists in the office of Collateral Agent for any reason, the Issuers will promptly appoint a successor
Resignation and Removal of Collateral Agent. Appointment of Successor Collateral Agent 92 Section 10.05. Certificates of the Company and Each of the Subsidiary Guarantor Pledgors 92 Section 10.06. Authorization of Actions to be Taken by the Trustee or the Collateral Agent Under the Security Documents 93
Resignation and Removal of Collateral Agent vi)The Collateral Agent may, at any time with or without cause by giving forty-five (45) days’ prior written notice to the Servicer, each of the Grantors and the Secured Parties, resign and be discharged of its responsibilities hereunder created, such resignation to become effective upon the appointment by the Secured Parties of a successor Collateral Agent, and the acceptance of such appointment by such successor Collateral Agent. The Servicer shall, promptly upon receipt thereof, provide a copy of the notice from the Collateral Agent referred to in the preceding sentence to each Rating
Resignation and Removal of Collateral Agent the Custodial Agent and the Securities Intermediary