Common use of KBNA Not To Resign as Administrator Clause in Contracts

KBNA Not To Resign as Administrator. Subject to the provisions of Section 6.06, KBNA shall not resign from the obligations and duties imposed on it as Administrator under this Agreement and under the Administration Agreement except (i) that KBNA may assign all of its rights and obligations as Administrator under this Agreement and under the Administration Agreement to an Affiliate of KBNA that satisfies all the criteria for serving as the Administrator hereunder, or (ii) upon determination that the performance of its duties under this Agreement and under the Administration Agreement shall no longer be permissible under applicable law or shall violate any final order of a court or administrative agency with jurisdiction over KBNA or its properties. Notice of any such (i) assignment or (ii) determination permitting such resignation of KBNA shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination under (ii) herein shall be evidenced by an Opinion of Counsel to such effect delivered to the Eligible Lender Trustee, the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such assignment or resignation shall become effective until the permitted Affiliate assignee or the Indenture Trustee or a successor Administrator shall have assumed the responsibilities and obligations of KBNA in accordance with Section 8.02.