Appointment of Successor Master Servicer. (a) The Issuer and the Indenture Trustee hereby appoint, and HSBC Bank USA, National Association, hereby accepts appointment, on behalf of itself or an affiliate, subject to the provisions of Sections 4.15 and 6.04(d) hereof, upon receipt by the Master Servicer of a notice of termination pursuant to Section 6.03 or upon resignation of the Master Servicer pursuant to Section 4.15, to be the successor (the “Successor Master Servicer”) in all respects to the Master Servicer in its capacity as servicer under this Agreement and the transactions set forth or provided for herein and shall be subject to all the responsibilities, duties and liabilities relating thereto placed on the Master Servicer by the terms and provisions hereof arising on and after its succession; provided, however, that, without affecting the immediate termination of the rights of the Master Servicer hereunder, it is understood and acknowledged by the parties hereto that there will be a period of transition not to exceed 90 days (the “Master Servicer Transition Period”) before the master servicing transfer is fully effected. During the Master Servicer Transition Period, neither the Successor Master Servicer, the Securities Administrator nor the Indenture Trustee shall be responsible for the lack of information and documents that it cannot reasonably obtain on a practicable basis under the circumstances. As compensation therefor, the Successor Master Servicer shall be entitled to such compensation as the Master Servicer would have been entitled to hereunder if no such notice of termination had been given. Notwithstanding the above, if the Successor Master Servicer is legally unable to act as successor servicer, the Indenture Trustee may appoint or petition a court of competent jurisdiction to appoint, any established housing and home finance institution, bank or other mortgage loan or home equity loan servicer that is an Approved Servicer (defined for this purpose by (i) striking the words “the Master Servicer” in clause 1 of the definition thereof and (ii) striking clause 2(a) in the definition thereof) as the successor to the Master Servicer hereunder in the assumption of all or any part of the responsibilities, duties or liabilities of the Master Servicer hereunder; provided that the appointment of any such Successor Master Servicer will not result in the qualification, reduction or withdrawal of the ratings assigned to the Offered Notes by the Rating Agencies. Pending appointment of a succ...
Appointment of Successor Master Servicer. Section 6.05. Waiver of Defaults. Section 6.06. Notification to Noteholders.
Appointment of Successor Master Servicer. 71 11.2(1) Trustee to Appoint 71 11.2(2) Temporary Service by Trustee 71 11.2(3) Eligibility Requirements for Master Servicer 71 11.2(4) Bid Procedure for Appointment 71 11.2(5) Acceptance of Appointment 72 11.2(6) Successor Master Servicer. 72
Appointment of Successor Master Servicer. Upon the Master Servicer’s receipt of notice of termination pursuant to Section 5.1 hereof or resignation by the Master Servicer pursuant to Section 4.5 hereof, the Indenture Trustee shall appoint, or petition a court of competent jurisdiction to appoint, any established financial institution (i) having a net worth of not less than $50,000,000 as of the last day of the most recent fiscal quarter for such institution and (ii) whose regular business shall include the servicing of Student Loans, as successor Master Servicer under this Agreement; provided, that the appointment of any such successor Master Servicer is required to satisfy the Rating Agency Condition. In connection with such appointment, the Indenture Trustee may make such arrangements for the compensation of such successor Master Servicer out of payments on the Trust Student Loans as it and such successor Master Servicer shall agree; provided, however, that no such compensation shall exceed the Master Servicing Fee pursuant to Attachment A to this Agreement unless the Rating Agency Condition is satisfied. The Indenture Trustee and such successor Master Servicer shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession. The successor Master Servicer shall assume no liability or responsibility for any acts, representations, obligations and covenants of any predecessor Master Servicer prior to the date that the successor Master Servicer becomes Master Servicer hereunder.
Appointment of Successor Master Servicer
