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

Resignation and Removal of the Collateral Agent. 3.9.1 The Collateral Agent may resign from the performance of all of its functions and duties under the First Lien Security Documents at any time by giving thirty (30) days’ prior written notice to the Borrower and each First Lien Secured Parties and may be removed at any time, with or without cause, by the Required First Lien Secured Parties. 3.9.2 Upon receiving notice of any such resignation or removal, a successor Collateral Agent shall be appointed by the Required First Lien Secured Parties; provided, however, that such successor Collateral Agent shall be (a) a bank or trust company having a combined capital and surplus of at least $500,000,000 subject to supervision or examination by a federal or state banking authority, (b) authorized under the laws of the jurisdiction of its incorporation or organization to assume the functions of the Collateral Agent and (c) not disqualified to act in such capacity pursuant to applicable gaming laws and regulations. If the appointment of such successor shall not have become effective (as provided in Section 3.9.3) within such thirty (30) day period after the Collateral Agent shall have given such notice, then the Required First Lien Secured Parties may petition a court of competent jurisdiction for the appointment of a successor Collateral Agent. Such court shall, after such notice as it may deem proper, appoint a successor Collateral Agent meeting the qualifications specified in this Section 3.9.

Resignation and Removal of the Collateral Agent. 3.9.1 The Collateral Agent may resign from the performance of all of its functions and duties under the First Lien Security Documents at any time by giving thirty (30) 30 days’ ' prior written notice to the Borrower and each First Lien Secured Parties and may be removed at any time, with or without cause, by the Required First Lien Secured Parties. 3.9.2 Upon receiving notice of any such resignation or removal, a successor Collateral Agent shall be appointed by the Required First Lien Secured Parties; provided, however, that such successor Collateral Agent shall be (a) a bank or trust company having a combined capital and surplus of at least $500,000,000 subject to supervision or examination by a federal or state banking authority, (b) authorized under the laws of the jurisdiction of its incorporation or organization to assume the functions of the Collateral Agent and (c) not disqualified to act in such capacity pursuant to applicable gaming laws and regulations. If the appointment of such successor shall not have become effective (as provided in Section 3.9.3) within such thirty (30) 30 day period after the Collateral Agent shall have given such notice, then the Required First Lien Secured Parties may petition a court of competent jurisdiction for the appointment of a successor Collateral Agent. Such court shall, after such notice as it may deem proper, appoint a successor Collateral Agent meeting the qualifications specified in this Section 3.9.