Common use of Administrator Defaults Clause in Contracts

Administrator Defaults. Each of the following shall constitute an “Administrator Default”: (a) any failure by the Administrator to deliver to the AART Indenture Trustee for deposit in any of the Designated Accounts any required payment or to direct the AART Indenture Trustee to make any required distributions therefrom, which failure continues unremedied for a period of five (5) Business Days after (x) written notice is received by the Administrator from the AART Indenture Trustee or the AART Owner Trustee or (y) discovery of such failure by an officer of the Administrator; (b) any failure on the part of the Administrator to duly observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement (other than Section 4.08), the AART Indenture or the Trust Agreement, which failure (i) materially and adversely affects the rights of the Noteholders or the Certificateholders and (ii) continues unremedied for a period of ninety (90) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the AART Indenture Trustee or the AART Owner Trustee, or to the Administrator, the AART Indenture Trustee and the AART Owner Trustee by Noteholders whose Notes evidence not less than 25% of the Outstanding Amount of the Controlling Class as of the close of the preceding Distribution Date or if no Notes are outstanding, by Certificateholders whose Certificates evidence not less than 25% of the Voting Interests as of the close of the preceding Distribution Date; (c) the entry of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator for the Administrator, in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of ninety (90) consecutive days; or (d) the consent by the Administrator to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, or similar proceedings of or relating to the Administrator or of or relating to substantially all of its property; or the Administrator shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations. Notwithstanding the foregoing, there shall be no Administrator Default where an Administrator Default would otherwise exist under clause (a) above for a period of an additional ten (10) Business Days or under clause (b) for a period of an additional sixty (60) days if the delay or failure giving rise to the Administrator Default was caused by an act of God or other similar occurrence. Upon the occurrence of any of these events, the Administrator shall not be relieved from using its best efforts to perform its obligations in a timely manner in accordance with the terms of this Agreement, and the Administrator shall provide the AART Indenture Trustee, the AART Owner Trustee, the Depositor and the Securityholders prompt notice of the failure or delay by it, together with a description of its efforts to so perform its obligations.

Administrator Defaults. Each of the following shall constitute an “Administrator Default”: (a) any failure by the Administrator to deliver to the AART Indenture Trustee for deposit in any of the Designated Accounts any required payment or to direct the AART Indenture Trustee to make any required distributions therefrom, which failure continues unremedied for a period of five (5) Business Days after (x) written notice is received by the Administrator from the AART Indenture Trustee or the AART Owner Trustee or (y) discovery of such failure by an officer of the Administrator; (b) any failure on the part of the Administrator to duly observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement (other than Section 4.08), the AART Indenture or the Trust Agreement, which failure (i) materially and adversely affects the rights of the Noteholders or the Certificateholders and (ii) continues unremedied for a period of ninety (90) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the AART Indenture Trustee or the AART Owner Trustee, or to the Administrator, the AART Indenture Trustee and the AART Owner Trustee by Noteholders whose Notes evidence not less than 25% of the Outstanding Amount of the Controlling Class as of the close of the preceding Distribution Date or if no Notes are outstanding, by Certificateholders whose Certificates evidence not less than 25% of the Voting Interests as of the close of the preceding Distribution Date; (c) the entry of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator for the Administrator, in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of ninety (90) consecutive days; or (d) the consent by the Administrator to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, or similar proceedings of or relating to the Administrator or of or relating to substantially all of its property; or the Administrator shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations. Notwithstanding the foregoing, there shall be no Administrator Default where an Administrator Default would otherwise exist under clause (a) above for a period of an additional ten (10) Business Days or under clause (b) for a period of an additional sixty (60) days if the delay or failure giving rise to the Administrator Default was caused by an act of God or other similar occurrence. Upon the occurrence of any of these events, the Administrator shall not be relieved from using its best efforts to perform its obligations in a timely manner in accordance with the terms of this Agreement, and the Administrator shall provide the AART Indenture Trustee, the AART Owner Trustee, the Depositor and the Securityholders prompt notice of the failure or delay by it, together with a description of its efforts to so perform its obligations.

Administrator Defaults. Each of the following shall constitute an “Administrator Default”: (a) any failure by the Administrator to deliver to the AART Indenture Trustee for deposit in any of the Designated Accounts any required payment or to direct the AART Indenture Trustee to make any required distributions therefrom, which failure continues unremedied for a period of five (5) Business Days after (x) written notice is received by the Administrator from the AART Indenture Trustee or the AART Owner Trustee or (y) discovery of such failure by an officer of the Administrator; (b) any failure on the part of the Administrator to duly observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement (other than Section 4.08), the AART Indenture or the Trust Agreement, which failure (i) materially and adversely affects the rights of the Noteholders or the Certificateholders and (ii) continues unremedied for a period of ninety (90) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the AART Indenture Trustee or the AART Owner Trustee, or to the Administrator, the AART Indenture Trustee and the AART Owner Trustee by Noteholders whose Notes evidence not less than 25% of the Outstanding Amount of the Controlling Class as of the close of the preceding Distribution Date or if no Notes are outstanding, by Certificateholders whose Certificates evidence not less than 25% of the Voting Interests as of the close of the preceding Distribution Date; (c) the entry of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator for the Administrator, in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of ninety (90) consecutive days; or (d) the consent by the Administrator to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, or similar proceedings of or relating to the Administrator or of or relating to substantially all of its property; or the Administrator shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations. Notwithstanding the foregoing, there shall be no Administrator Default where an Administrator Default would otherwise exist under clause (a) above for a period of an additional ten (10) Business Days or under clause (b) for a period of an additional sixty (60) days if the delay or failure giving rise to the Administrator Default was caused by an act of God or other similar occurrence. Upon the occurrence of any of these events, the Administrator shall not be relieved from using its best efforts to perform its obligations in a timely manner in accordance with the terms of this Agreement, and the Administrator shall provide the AART Indenture Trustee, the AART Owner Trustee, the Depositor and the Securityholders prompt notice of the failure or delay by it, together with a description of its efforts to so perform its obligations.

Administrator Defaults. Each Any of the following events shall constitute an “"Administrator Default”": (a) any failure by the Administrator in its capacity as Administrator to make any payment, transfer or deposit, or deliver any report, required by any Transaction Document to be made by it or to give instructions or to give notice to the AART Indenture Trustee for deposit in any of the Designated Accounts any required payment or to direct the AART Indenture Trustee to make any required distributions therefromsuch payment, transfer or deposit, which failure continues unremedied (A) in the case of distributions of interest to the Certificateholders or the delivery of such reports, for a period of five (5) three Business Days and (B) in the case of all payments not included in clause (A) above, for five Business Day after (x) written notice is received by the date on which an Authorized Officer of the Administrator from the AART Indenture Trustee or the AART Owner Trustee or (y) discovery has actual knowledge of such failure by an officer of the Administratorfailure; (b) any failure on the part of the Administrator duly to duly observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement (or any other than Section 4.08), the AART Indenture or the Trust AgreementTransaction Document, which failure (i) materially has a Material Adverse Effect and adversely affects the rights of the Noteholders or the Certificateholders and (ii) continues unremedied for a period of ninety (90) 30 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the AART Indenture Trustee or the AART Owner Trustee, or to the Administrator, the AART Indenture Trustee Administrator and the AART Owner Trustee by Noteholders whose Notes evidence not less than 25% of the Outstanding Amount of the Controlling Class as of the close of the preceding Distribution Date or if no Notes are outstanding, by Certificateholders whose Certificates evidence not less than 25% of the Voting Interests as of the close of the preceding Distribution Dateany Certificateholder; (c) the entry of a decree Administrator shall assign its duties under this Agreement, except as permitted by Sections 3.01(b) and 8.03; (d) any representation, warranty or order certification made by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator for the Administrator, Administrator in any insolvencyTransaction Document or in any certificate or other document or instrument delivered pursuant to any Transaction Document shall prove to have been incorrect in any material respect when made or delivered, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for which has a material adverse effect on the winding up or liquidation of its affairs, and the continuance Certificateholders of any such decree or order unstayed Series and in which material adverse effect continues unremedied for a period of ninety (90) consecutive days30 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the Trustee, or to the Administrator and the Trustee by any Certificateholder; or (de) any Event of Bankruptcy shall occur with respect to the consent by Administrator. In the event of any Administrator Default, so long as the Administrator to Default shall not have been remedied, the appointment Trustee may (and, at the direction of a conservator or receiver or liquidator the Required Certificateholders, shall), by notice then given in any insolvency, readjustment of debt, marshalling of assets and liabilities, or similar proceedings of or relating writing to the Administrator or (a "Termination Notice"), terminate all (but not less than all) the rights and obligations of or relating the Administrator as Administrator under this Agreement and in and to substantially all the Receivables, the Related Transferred Assets and the proceeds thereof. As soon as possible, and in any event within five Business Days, after an Authorized Officer of its property; or the Administrator has obtained knowledge of the occurrence of any Administrator Default, the Administrator shall admit in writing its inability to pay its debts generally as they become duefurnish the Trustee, file a petition to take advantage and the Applicable Rating Agencies, and the Trustee shall promptly furnish each Certificateholder, notice of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligationssuch Administrator Default. Notwithstanding the foregoing, there shall be no Administrator Default where an Administrator Default would otherwise exist under clause a delay in or failure in performance referred to in Subsection (a) above for a period of an additional ten (10) 10 Business Days after the applicable grace period, or under clause in subsection (b) or (d) above for a period of 30 Business Days after the applicable grace period, shall not constitute an additional sixty (60) days Administrator Default if the such delay or failure giving rise to could not have been prevented by the exercise of reasonable diligence by the Administrator Default and such delay or failure was caused by an act of God or other the public enemy, riots, acts of war, acts of terrorism, epidemics, flood, embargoes, weather, landslides, fire, earthquakes or similar occurrencecauses. Upon the occurrence of any of these events, The preceding sentence shall not relieve the Administrator shall not be relieved from using its best efforts to perform its obligations in a timely manner in accordance with the terms of this Agreementthe Transaction Documents, and the Administrator shall provide promptly give the AART Indenture Trustee, the AART Owner Trustee, the Depositor and the Securityholders prompt notice NAFCO an Officer's Certificate notifying them of the such failure or delay by it, together with a description of its efforts to so perform its obligations.

Administrator Defaults. Each of the following shall constitute an “Administrator Default”: (a) any failure by the Administrator to deliver to the AART CARAT Indenture Trustee for deposit in any of the Designated Accounts any required payment or to direct the AART CARAT Indenture Trustee to make any required distributions therefrom, which failure continues unremedied for a period of five (5) Business Days after (x) written notice is received by the Administrator from the AART CARAT Indenture Trustee or the AART CARAT Owner Trustee or (y) discovery of such failure by an officer of the Administrator; (b) any failure on the part of the Administrator to duly observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement (other than Section 4.08)Agreement, the AART Pooling and Administration Agreement, the CARAT Indenture or the Trust Agreement, which failure (i) materially and adversely affects the rights of the Noteholders or the Certificateholders and (ii) continues unremedied for a period of ninety (90) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the AART CARAT Indenture Trustee or the AART CARAT Owner Trustee, or to the Administrator, the AART CARAT Indenture Trustee and the AART CARAT Owner Trustee by Noteholders whose Notes evidence not less than 25% of the Outstanding Amount of the Controlling Class as of the close of the preceding Distribution Date or if no Notes are outstanding, by Certificateholders whose Certificates evidence not less than 25% of the Voting Interests as of the close of the preceding Distribution Date; (c) the entry of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator for the Administrator, in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of ninety (90) consecutive days; or (d) the consent by the Administrator to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, or similar proceedings of or relating to the Administrator or of or relating to substantially all of its property; or the Administrator shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations. Notwithstanding the foregoing, there shall be no Administrator Default where an Administrator Default would otherwise exist under clause (a) above for a period of an additional ten (10) Business Days or under clause (b) for a period of an additional sixty (60) days if the delay or failure giving rise to the Administrator Default was caused by an act of God or other similar occurrence. Upon the occurrence of any of these events, the Administrator shall not be relieved from using its best efforts to perform its obligations in a timely manner in accordance with the terms of this Agreement and the Pooling and Administration Agreement, and the Administrator shall provide the AART CARAT Indenture Trustee, the AART CARAT Owner Trustee, the Depositor and the Securityholders prompt notice of the failure or delay by it, together with a description of its efforts to so perform its obligations.