Common use of Consequences of a Servicer Termination Event Clause in Contracts

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% of the Note Balance of the Controlling Class shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders and the Asset Representations Reviewer. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either the Backup Servicer (if one has been appointed and becomes the successor Servicer pursuant to Section 8.03) or the successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, thereof and in any event shall notify the Backup Servicer, if any, of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, Event the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% a majority of the Note Balance of the Outstanding Notes of the Controlling Class Class, shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders Agency and the Asset Representations ReviewerNoteholders. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either the Backup Servicer (if one has been appointed and the Backup Servicer becomes the successor Servicer pursuant to Section 8.03) or the successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, Servicer thereof and in any event shall notify the Backup Servicer, if any, Servicer of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% of the Note Balance of the Controlling Class shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders and the Asset Representations Reviewer. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either the Backup Servicer (if one has been appointed and becomes the successor Successor Servicer pursuant to Section 8.03) or the successor another Successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor the Successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, thereof and in any event shall notify the Backup Servicer, if any, of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% a majority of the Note Balance of the Outstanding Notes of the Controlling Class Class, shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders Agency and the Asset Representations ReviewerNoteholders. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either the Backup Servicer (if one has been any is then appointed and becomes the successor Servicer pursuant to Section 8.03) or the successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, thereof and in any event shall notify the Backup Servicer, if any, of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% a majority of the Note Balance of the Outstanding Notes of the Controlling Class Class, shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders Agency and the Asset Representations ReviewerNoteholders. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, [either the Backup Servicer (if one has been appointed and the Backup Servicer becomes the successor Servicer pursuant to Section 8.03) or or] the successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. [As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, Servicer thereof and in any event shall notify the Backup Servicer, if any, Servicer of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.]

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% a majority of the Note Balance of the Outstanding Notes of the Controlling Class Class, shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders Agency and the Asset Representations ReviewerNoteholders. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either the Backup Servicer (if one has been appointed and the Backup Servicer becomes the successor Servicer pursuant to Section 8.03) or the successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, Servicer thereof and in any event shall notify the Backup Servicer, if any, Servicer of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.

Consequences of a Servicer Termination Event. (a) Following a Servicer Termination Event, the Indenture Trustee may, or, at the written direction of Noteholders holding not less than 51% of the Note Balance of the Controlling Class shall, terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders Agency and the Asset Representations ReviewerNoteholders. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either the Backup Servicer (if one has been appointed and becomes the successor Servicer pursuant to Section 8.03) or the successor Servicer appointed pursuant to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon as practicable after the declaration of a Servicer Termination Event, the Indenture Trustee shall notify the Backup Servicer, if any, thereof and in any event shall notify the Backup Servicer, if any, of any notice by the Indenture Trustee to, or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Event.

Consequences of a Servicer Termination Event. (a) Following If a Servicer Termination EventEvent shall occur, the Indenture Trustee may, or, and at the written direction of Noteholders holding not less than 51evidencing at least 50% of the Note Balance Outstanding Amount of the Controlling Class shallNotes, shall terminate all of the rights and obligations of the Servicer under this Agreement by notice in writing to the Servicer, each Rating Agency, the Noteholders and the Asset Representations Reviewer. On or after the receipt by the Servicer of such written notice, all authority, power, obligations and responsibilities of the Servicer under this Agreement automatically shall pass to, be vested in and become obligations and responsibilities of, either of the Backup Servicer (if one has been appointed and becomes the successor Servicer pursuant to Section 8.03) or the successor Servicer appointed pursuant Indenture Trustee subject to Section 8.03; provided, however, that such successor Servicer shall have no liability with respect to any obligation that was required to be performed by the terminated Servicer prior to the date that such successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. As soon The successor Servicer is authorized and empowered by this Agreement to execute and deliver, on behalf of the terminated Servicer, as practicable after attorney-in-fact or otherwise, any and all documents and other instruments and to do or accomplish all other acts or things necessary or appropriate to effect the declaration purposes of a Servicer Termination Eventsuch notice of termination, whether to complete the transfer and endorsement of the Receivables and related documents to show the Indenture Trustee shall notify as lienholder or secured party on the Backup Servicer, if any, thereof and in any event shall notify related certificates of title of the Backup Servicer, if any, of any notice by the Indenture Trustee to, Financed Vehicles or direction to the Indenture Trustee from, Noteholders regarding a Servicer Termination Eventotherwise.