Common use of Designation of Servicer Clause in Contracts

Designation of Servicer. (a) The servicing, administration and collection of the Receivables shall be conducted by such Person (the “Servicer”) so designated from time to time in accordance with this Section 8.1. Schein is hereby designated as, and hereby agrees to perform the duties and obligations of, the Servicer pursuant to the terms of this Agreement. The Agent may, at any time following the occurrence of a Termination Event upon five (5) Business Days’ notice, designate as Servicer any Person (including itself) to succeed Schein or any successor Servicer. (b) The Servicer may, with the prior written consent of the Agent, delegate its duties and obligations hereunder to any subservicer (each, a “Sub-Servicer”); provided that, in each such delegation, (i) such Sub-Servicer shall agree in writing to perform the duties and obligations of the Servicer pursuant to the terms hereof, (ii) the Servicer shall remain primarily liable to the Agent, each Purchaser Agent and each Purchaser for the performance of the duties and obligations so delegated, (iii) the Seller and the Agent, each Purchaser Agent and each Purchaser shall have the right to look to the Servicer (rather than the Sub-Servicer) for performance, and (iv) the terms of any agreement with any Sub-Servicer shall provide that the Agent may terminate such agreement upon the termination of the Servicer hereunder by giving notice of its desire to terminate such agreement to the Servicer (and the Servicer shall provide appropriate notice to such Sub-Servicer).

Designation of Servicer. (a) The servicing, administration and collection of the Receivables on behalf of Agent and the Purchasers shall be conducted by such Person (the “Servicer”) so designated from time to time in accordance with this Section 8.1. Schein CNE is hereby designated as, and hereby agrees to perform the duties and obligations of, Servicer for Agent and the Servicer Purchasers pursuant to the terms of this Agreement. The Agent (on behalf of the Purchasers) may, and at the direction of the Required Purchasers shall, at any time following the occurrence of a Termination an Amortization Event upon five (5) Business Days’ notice, designate as Servicer any Person (including itself) to succeed Schein CNE or any successor Servicer.. 736370695 19636993 (b) The Servicer may, with Without the prior written consent of Agent and the AgentRequired Purchasers, CNE shall not be permitted to delegate any of its duties and obligations hereunder or responsibilities as Servicer to any subservicer Person. (each, a “Sub-Servicer”c) Notwithstanding the foregoing subsection (b); provided that, in each such delegation, (i) such Sub-Servicer CNE shall agree in writing to perform the duties be and obligations of the Servicer pursuant to the terms hereof, (ii) the Servicer shall remain primarily liable to the Agent, each the Purchaser Agent Agents and each Purchaser the Purchasers for the full and prompt performance of the all duties and obligations so delegatedresponsibilities of Servicer hereunder and (ii) Agent, (iii) the Seller Purchaser Agents and the Agent, each Purchaser Agent and each Purchaser Purchasers shall have the right be entitled to look deal exclusively with CNE in matters relating to the discharge by Servicer (rather than the Sub-Servicer) for performance, and (iv) the terms of any agreement with any Sub-Servicer shall provide that the Agent may terminate such agreement upon the termination of the Servicer hereunder by giving notice of its desire to terminate such agreement to the Servicer (duties and the Servicer shall provide appropriate notice to such Sub-Servicer)responsibilities hereunder.

Designation of Servicer. (a) The servicing, administration and collection of the Receivables shall be conducted by such Person (the “Servicer”) so designated from time to time in accordance with this Section 8.1. Schein Avnet is hereby designated as, and hereby agrees to perform the duties and obligations of, the Servicer pursuant to the terms of this Agreement. The Agent (on behalf of the Purchasers) may, and at the direction of the Required Purchasers shall, at any time following after the occurrence of a Termination Event upon five (5) Business Days’ noticeany Amortization Event, designate as Servicer any Person (including itself) to succeed Schein Avnet or any successor Servicer. (ba) The Servicer may, with Without the prior written consent of the AgentAgent and the Required Purchasers, Avnet shall not be permitted to delegate any of its duties and obligations hereunder or responsibilities as Servicer to any subservicer Person other than (each, a “Sub-Servicer”i); provided that, in each such delegation (b) Notwithstanding the foregoing subsection (b), (i) such Sub-Servicer Avnet shall agree in writing to perform the duties be and obligations of the Servicer pursuant to the terms hereof, (ii) the Servicer shall remain primarily liable to the Agent, each Purchaser Agent and each Purchaser the Purchasers for the full and prompt performance of the all duties and obligations so delegated, (iii) the Seller and the Agent, each Purchaser Agent and each Purchaser shall have the right to look to the Servicer (rather than the Sub-Servicer) for performance, and (iv) the terms of any agreement with any Sub-Servicer shall provide that the Agent may terminate such agreement upon the termination responsibilities of the Servicer hereunder (unless a successor servicer has been designated by giving notice the Agent pursuant to Section 8.1 hereof) and (ii) the Agent and the Purchasers shall be entitled to deal exclusively with Avnet in matters relating to the discharge by the Servicer of its desire duties and responsibilities hereunder. The Agent and the Purchasers shall not be required to terminate such agreement give notice, demand or other communication to any Person other than Avnet in order for communication to the Servicer (and its sub-servicer or other delegate with respect thereto to be accomplished. Avnet, at all times that it is the Servicer, shall be responsible for providing any sub-servicer or other delegate of the Servicer shall provide appropriate with any notice given to such Sub-Servicer)the Servicer under this Agreement.

Designation of Servicer. (a) The servicing, administration and collection of the Receivables shall be conducted by such Person (the “Servicer”) so designated from time to time in accordance with this Section 8.1. Schein Xxxxxx is hereby designated as, and hereby agrees to perform the duties and obligations of, the Servicer pursuant to the terms of this Agreement. The Agent may, at any time following the occurrence of a Termination Event upon five (5) Business Days’ notice, designate as Servicer any Person (including itself) to succeed Schein Xxxxxx or any successor Servicer. (b) The Servicer may, with the prior written consent of the Agent, delegate its duties and obligations hereunder to any subservicer (each, a “Sub-Servicer”); provided that, in each such delegation, (i) such Sub-Servicer shall agree in writing to perform the duties and obligations of the Servicer pursuant to the terms hereof, (ii) the Servicer shall remain primarily liable to the Agent, each Purchaser Agent and each Purchaser for the performance of the duties and obligations so delegated, (iii) the Seller and the Agent, each Purchaser Agent and each Purchaser shall have the right to look to the Servicer (rather than the Sub-Servicer) for performance, and (iv) the terms of any agreement with any Sub-Servicer shall provide that the Agent may terminate such agreement upon the termination of the Servicer hereunder by giving notice of its desire to terminate such agreement to the Servicer (and the Servicer shall provide appropriate notice to such Sub-Servicer).