Common use of Resignation and Removal of the Collateral Agent Clause in Contracts

Resignation and Removal of the Collateral Agent. The Collateral Agent may at any time, by giving written notice to GSX, the Administrative Agent and the Public Debt Trustee, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon (i) the appointment of a successor Collateral Agent, (ii) the acceptance of such appointment by such successor Collateral Agent and (iii) the approval of such successor Collateral Agent evidenced by one or more instruments signed by the Administrative Agent and GSX (which approval, in the case of GSX, shall not be unreasonably withheld). If no successor Collateral Agent shall be appointed and shall have accepted such appointment within 90 days after the Collateral Agent gives the aforesaid notice of resignation, the Collateral Agent, GSX, the Administrative Agent, the Public Debt Trustee or any other Secured Party may apply to any court of competent jurisdiction to appoint a successor Collateral Agent to act until such time, if any, as a successor Collateral Agent shall have been appointed as provided in this Section 5.6. Any successor so appointed by such court shall immediately and without further act be superseded by any successor Collateral Agent appointed by the Administrative Agent as provided in Section 5.6(b). The Administrative Agent may, at any time upon giving 30 days' prior written notice thereof to the Collateral Agent and the Public Debt Trustee, remove the Collateral Agent and appoint a successor Collateral Agent, such removal to be effective upon the acceptance of such appointment by the successor. The Collateral Agent shall be entitled to Collateral Agent Fees to the extent incurred or arising, or relating to events occurring, before such resignation or removal.

Resignation and Removal of the Collateral Agent. The Collateral Agent may resign as Collateral Agent upon thirty (30) days' notice to the Holders and may be removed at any time, by giving time upon the written notice to GSX, the Administrative Agent and the Public Debt Trustee, resign and be discharged request of the responsibilities hereby createdRequired Holder(s), with any such resignation or removal to become effective only upon (i) the appointment of a successor Collateral AgentAgent under this Section 10. ---------- If the Collateral Agent shall resign or be removed as Collateral Agent by the Required Holder(s), then the Required Holder(s) shall (ii) the acceptance of such appointment by and if no such successor shall have been appointed within thirty (30) days of the Collateral Agent's resignation or removal, the Collateral Agent and (iiimay) appoint a successor agent for the approval of Holders, whereupon such successor agent shall succeed to the rights, powers and duties of the "Collateral Agent evidenced by one or more instruments signed by Agent," and the Administrative Agent term "Collateral Agent" shall mean such successor agent effective upon its appointment, and GSX (which approvalexcept as provided in Sections 9(a) and 9(b) above, in the case of GSXformer Collateral Agent's rights, shall not be unreasonably withheld). If no successor powers and ---------------------- duties as Collateral Agent shall be appointed and shall have accepted terminated without any other or further act or deed on the part of such appointment within 90 days after the former Collateral Agent gives (except that the aforesaid notice resigning Collateral Agent shall deliver all Collateral then in its possession to the successor Collateral Agent) or any of resignation, the other Holders. After any retiring Collateral Agent's resignation or removal hereunder as Collateral Agent, GSX, the Administrative Agent, the Public Debt Trustee or any other Secured Party may apply provisions of this Agreement shall inure to its benefit as to any court of competent jurisdiction actions taken or omitted to appoint a successor Collateral Agent to act until such time, if any, as a successor Collateral Agent shall have been appointed as provided in this Section 5.6. Any successor so appointed be taken by such court shall immediately and without further act be superseded by any successor Collateral Agent appointed by the Administrative Agent as provided in Section 5.6(b). The Administrative Agent may, at any time upon giving 30 days' prior written notice thereof to the Collateral Agent and the Public Debt Trustee, remove the Collateral Agent and appoint a successor it while it was Collateral Agent, such removal to be effective upon the acceptance of such appointment by the successor. The Collateral Agent shall be entitled to Collateral Agent Fees to the extent incurred or arising, or relating to events occurring, before such resignation or removal.

Resignation and Removal of the Collateral Agent. The Collateral Agent may at any time, by giving thirty (30) days' prior written notice to GSXthe Debtor, Bank Agent, ACFS Agent each of the Administrative Agent Travelers and the Public Debt Trusteeeach other Secured Party, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon (i) the appointment of a successor Collateral Agentcollateral agent or collateral agents by the other Secured Parties, (ii) and the acceptance of such appointment by such successor collateral agent or collateral agents. The Collateral Agent may be removed at any time without cause and (iii) a successor collateral agent appointed by the approval affirmative vote of such successor the other Secured Parties; provided that the Collateral Agent evidenced by one or more instruments signed by shall be entitled to its fees and expenses to the Administrative Agent and GSX (which approval, in the case date of GSX, shall not be unreasonably withheld)removal. If no successor Collateral Agent collateral agent or collateral agents shall be appointed and shall have accepted such appointment approved within 90 thirty (30) days after from the Collateral Agent gives date of the giving of the aforesaid notice of resignationresignation or within thirty (30) days from the date of such removal, the Collateral AgentAgent shall, GSX, the Administrative Agent, the Public Debt Trustee or any other Secured Party may may, apply to any court of competent jurisdiction to appoint a successor Collateral Agent collateral agent or collateral agents (which may be an individual or individuals) to act until such time, if any, as a successor Collateral Agent collateral agent or collateral agents shall have been appointed as provided in this Section 5.6above provided. Any successor collateral agent or collateral agents so appointed by such court shall immediately and without further act be superseded by any successor Collateral Agent collateral agent or collateral agents appointed by the Administrative Agent as provided in Section 5.6(b). The Administrative Agent may, at any time upon giving 30 days' prior written notice thereof to the Collateral Agent and the Public Debt Trustee, remove the Collateral Agent and appoint a successor Collateral Agent, such removal to be effective upon the acceptance of such appointment by the successor. The Collateral Agent shall be entitled to Collateral Agent Fees to the extent incurred or arising, or relating to events occurring, before such resignation or removalother Secured Parties.

Resignation and Removal of the Collateral Agent. The Collateral Agent may at any time, by giving 30 days’ prior written notice to GSXthe Company, the Administrative Agent Senior Indenture Trustee and the Public Debt Trusteeeach Additional Authorized Representative (if any), resign and be discharged of the responsibilities hereby created, such resignation to become effective upon the earlier of: (iA) 30 days from the date of such notice and (B) the appointment of a successor Collateral Agentcollateral agent or agents by the Company, (ii) the acceptance of such appointment by such successor Collateral Agent collateral agent or agents, and (iii) the approval of such successor collateral agent or agents by each Authorized Representative; provided that no resignation shall become effective unless and until a successor collateral agent has been appointed as provided herein. The Collateral Agent evidenced may be removed at any time and a successor collateral agent or collateral agents appointed by one each of the Authorized Representatives; provided that the Collateral Agent shall be paid its fees and expenses pursuant to Section 5(c) and all other amounts owed to it under this Agreement to the date of removal. Any successor Collateral Agent appointed pursuant to this Section 6(g) shall (x) satisfy the requirements of Section 310(a) of the Trust Indenture Act of 1939 and have a combined capital and surplus of at least $25,000,000 as set forth in its most recent published annual report of condition or more instruments signed by (y) be any other Person that is acceptable to the Administrative Agent Company and GSX (which approval, in the case Required Secured Parties of GSX, shall not be unreasonably withheld)each Class of Secured Obligations. If no successor Collateral Agent collateral agent or agents shall be appointed and shall have accepted such appointment approved within 90 30 days after from the Collateral Agent gives date of the giving of the aforesaid notice of resignationresignation or removal, the Collateral Agent, GSXthe Senior Indenture Trustee, the Administrative Agent, the Public Debt Trustee any Additional Authorized Representative or any other Secured Party may may, apply to any court of competent jurisdiction jurisdiction, at the reasonable expense of the Company, to appoint a successor Collateral Agent collateral agent or agents (which may be an individual or individuals) to act until such time, if any, as a successor Collateral Agent collateral agent or agents shall have been appointed as provided in this Section 5.6above provided. Any successor collateral agent or agents so appointed by such court shall immediately and without further act be superseded by any successor Collateral Agent collateral agent or agents appointed by the Administrative Agent Authorized Representatives as provided in Section 5.6(b). The Administrative Agent may, at any time upon giving 30 days' prior written notice thereof to the Collateral Agent and the Public Debt Trustee, remove the Collateral Agent and appoint a successor Collateral Agent, such removal to be effective upon the acceptance of such appointment by the successor. The Collateral Agent shall be entitled to Collateral Agent Fees to the extent incurred or arising, or relating to events occurring, before such resignation or removalabove provided.

Resignation and Removal of the Collateral Agent. (a) The Collateral Agent may at any time, by giving at least 90 days’ prior written notice to GSX(or such lesser period as may be agreed by the Borrower, the Administrative Agent and the Public Debt Indenture Trustee) to the Borrower, the Indenture Trustee and the Administrative Agent, resign and be discharged of the responsibilities hereby created, such resignation to become effective upon (i) the appointment of a successor Collateral Agent, (ii) the acceptance of such appointment by such successor Collateral Agent and (iii) the approval of such successor Collateral Agent evidenced by one or more instruments signed by the Administrative Agent Agent, the Indenture Trustee and, unless an Event of Default shall have occurred and GSX be continuing, the Borrower (which approval, in approval of the case of GSX, Borrower shall not be unreasonably withheldwithheld or delayed). If no successor Collateral Agent shall be appointed and shall have accepted such appointment within 90 days after the Collateral Agent gives the aforesaid notice of resignation, the Collateral Agent, GSX, the Indenture Trustee or the Administrative Agent, the Public Debt Trustee or any other Secured Party Agent may apply to any court of competent jurisdiction to appoint a successor Collateral Agent to act until such time, if any, as a successor Collateral Agent shall have been appointed as provided in this Section 5.6. Any successor so appointed by such court shall immediately and without further act be superseded by any successor Collateral Agent appointed by the Administrative Agent as provided in clause (b) of this Section 5.6(b). The Administrative Agent may, at any time upon giving 30 days' prior written notice thereof to the Collateral Agent and the Public Debt Trustee, remove the Collateral Agent and appoint a successor Collateral Agent, such removal to be effective upon the acceptance of such appointment by the successor. The Collateral Agent shall be entitled to Collateral Agent Fees to the extent incurred or arising, or relating to events occurring, before such resignation or removal5.