Administrator Default. If any one of the following events (an "Administrator Default") shall occur and be continuing:
(a) (i) in the event that daily deposits into the Collection Account are not required, any failure by the Administrator to deliver to the Indenture Trustee for deposit in the Trust Accounts any Available Funds required to be paid on or before the Business Day immediately preceding any Monthly Servicing Payment Date or Distribution Date, as applicable, or (ii) any failure by the Administrator to direct the Indenture Trustee to make any required distributions from either of the Trust Accounts, which failure in case of either clause (i) or (ii) continues unremedied for five Business Days after written notice of such failure is received by the Administrator from the Indenture Trustee or the Trustee or after discovery of such failure by an officer of the Administrator;
(b) any failure by the Administrator duly to observe or to perform in any material respect any other term, covenant or agreement of the Administrator set forth in this Agreement or any other Basic Document, which failure shall (i) materially and adversely affect the rights of Noteholders or Certificateholders and (ii) continue unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given (A) to the Administrator by the Indenture Trustee or the Trustee or (B) to the Administrator, the Indenture Trustee and the Trustee by the Noteholders or Certificateholders, as applicable, representing not less than 50% of the Outstanding Amount of the Controlling Notes or 50% of the outstanding Certificates (including any Certificates owned by the Depositor); or
(c) an Insolvency Event occurs with respect to the Administrator; then, and in each and every case, so long as the Administrator Default shall not have been remedied, either the Indenture Trustee or the Noteholders evidencing not less than a majority of the Outstanding Amount of the Controlling Notes, by notice then given in writing to the Administrator (and to the Indenture Trustee and the Trustee if given by the Noteholders) may terminate all the rights and obligations (other than the obligations set forth in Section 4.02) of the Administrator under this Agreement. On or after the receipt by the Administrator of such written notice, all authority and power of the Administrator under this Agreement, whether with respect to the Notes, the Certificates, the Trust Student Loans ...
Administrator Default. If any one of the following events (an “Administrator Default”) shall occur and be continuing:
(a) (i) in the event that daily deposits into the Collection Account are not required, any failure by the Administrator to deliver to the Indenture Trustee for deposit in the Trust Accounts any Available Funds required to be paid on or before the Business Day immediately preceding any Distribution Date; or
Administrator Default. 22 Section 5.2 Appointment of Successor..................................................................... 23 Section 5.3 Notification to Noteholders and Certificateholders........................................... 24 Section 5.4 Waiver of Past Defaults...................................................................... 24
Administrator Default. 21 Section 5.2 Appointment of Successor....................................
Administrator Default. The occurrence and continuance of any one of the following events shall constitute an "Administrator Default":
a. any act or omission by the Administrator that results in a failure to pay principal or interest or Carryover Interest on the Notes when such principal or interest Carryover Interest becomes due and payable in accordance with the Notes and the Indenture;
b. any failure by the Administrator duly to observe or to perform in any material respect any covenant or agreement of the Administrator set forth in this Agreement, which failure continues unremedied for a period of 30 days after the date on which written notice of such failure has been given to the Administrator by the Issuer;
c. (i) having entered involuntarily against it an order for relief under the Bankruptcy Code of 1978, as amended, (ii) not paying, or admitting in writing its inability to pay, its debts generally as they become due or suspending payment of its obligations, (iii) making an assignment for the benefit of creditors, (iv) applying for, seeking, consenting to, or acquiescing in, the appointment of a receiver, custodian, trustee, conservator, liquidator or similar official for it or any substantial part of its property, (v) instituting any proceeding seeking to have entered against it an order for relief under the Bankruptcy Code of 1978, as amended, to adjudicate it insolvent, or seeking dissolution, winding up, liquidation, reorganization, arrangement, marshaling of assets, adjustment or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization, or relief of debtors or failing to file an answer or other pleading denying the material allegations of any such proceeding filed against it, (vi) failing to contest in good faith any appointment or proceeding described in Section 18(d) hereof or (vii) taking any action in furtherance of any of the foregoing purposes; or
Administrator Default. 11 Section 21.
Administrator Default. If any one of the following events (an "Administrator Default") shall occur and be continuing:
Administrator Default. Section 5.2
Administrator Default. If the Administrator is unable to fulfill its duties and responsibilities pursuant to the Administration Agreement, including, but not limited to, the assistance and preparation of any Monthly Report, the Master Servicer shall promptly notify the Borrower, the Borrower GP, the Administrative Agent, the Lenders and the Structuring Advisor. Unless such failure is caused by the failure of the Borrower and/or the Master Servicer to provide information to the Administrator, the failure by the Administrator to fulfill its duties and responsibilities shall not restrict the Borrower from requesting Advances in accordance with the terms of this Agreement; provided that, the Borrower (or the Master Servicer on its behalf) shall be required to deliver any reports and/or information to the Administrative Agent, the Lenders and the Structuring Advisor that would have otherwise been provided by the Administrator. In the event that the Administrator fails to fulfill its duties and responsibilities under the Administration Agreement, the Requisite Lenders shall have the right, at the sole cost and expense of the Borrower, to appoint a replacement Administrator (a “Replacement Administrator”).
