Common use of Non-Ministerial Matters Clause in Contracts

Non-Ministerial Matters. (i) The Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action the Administrator shall have notified the Issuer of the proposed action and the Issuer shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternative

Appears in 12 contracts

Samples: Administration Agreement (Carmax Auto Funding LLC), Administration Agreement (Carmax Auto Funding LLC), Administration Agreement (Carmax Auto Funding LLC)

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Non-Ministerial Matters. (i) The Administrator shall not take any action with With respect to matters that, that in the reasonable judgment of the AdministratorAdministrator are Non-Ministerial (as defined below), are non-ministerial the Administrator shall not be under any obligation to take any action; and in any event shall not take any action unless within a reasonable time before the taking of such action the Administrator shall have notified received instructions from the Issuer Owner Trustee or from the Persons entitled to vote with respect thereto under the Trust Agreement. For the purpose of the proposed action and the Issuer preceding sentence, matters that are “Non-Ministerial” shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativeinclude:

Appears in 5 contracts

Samples: Administration Agreement (California Republic Auto Receivables Trust 2015-2), Administration Agreement (California Republic Auto Receivables Trust 2015-1), Administration Agreement (California Republic Funding LLC)

Non-Ministerial Matters. (i) The Administrator shall not take any action Notwithstanding anything to the contrary herein, with respect to matters that, that in the reasonable judgment of the Administrator, applicable Administrator are non-ministerial unless within a reasonable time before the taking of ministerial, such action the Administrator shall have notified the Issuer of the proposed action and the Issuer shall not have withheld consent, which consent shall not be unreasonably withheld under any obligation to take any action, and in any event shall not take any action. (ii) Notwithstanding anything to the contrary in this Agreement, neither Administrator shall be obligated to, and shall not, take any action that the Owner Trustee directs in writing that such Administrator not to take on its behalf or delayed, or provided an alternativeon behalf of the Trust.

Appears in 3 contracts

Samples: Indenture (Delta Financial Corp), Administration Agreement (Delta Financial Corp), Administration Agreement (Delta Financial Corp)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Eligible Lender Trustee of the proposed action and the Issuer Eligible Lender Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, "non-ministerial matters" shall include:

Appears in 2 contracts

Samples: Administration Agreement (SLM Funding LLC), Administration Agreement (SLM Funding LLC)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer of the proposed action and the Issuer shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, "non-ministerial matters" shall include: (a) the amendment of or any supplement to the Indenture;

Appears in 2 contracts

Samples: Administration Agreement (Education Capital I LLC), Administration Agreement (Education Capital I LLC)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Owner Trustee of the proposed action and the Issuer Owner Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, "non-ministerial matters" shall include, without limitation:

Appears in 2 contracts

Samples: Deposit and Administration Agreement (Chase Credit Card Master Trust), Administration Agreement (Ford Credit Auto Receivables Two L P)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Owner Trustee of the proposed action and the Issuer Owner Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativenot

Appears in 2 contracts

Samples: Administration Agreement (Caterpillar Financial Funding Corp), Administration Agreement (Caterpillar Financial Funding Corp)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer of the proposed action and the Issuer shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativean

Appears in 2 contracts

Samples: Administration Agreement (Student Loan Funding LLC), Administration Agreement (Student Loan Funding LLC)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action the Administrator shall have notified the Issuer Owner Trustee of the proposed action and the Issuer Owner Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, thereto or provided an alternativealternative direction. For the purpose of the preceding sentence, “non-ministerial matters” shall include, without limitation: (A) the amendment of the Indenture or execution of any supplement to the Indenture;

Appears in 2 contracts

Samples: Administration Agreement (Nissan Auto Receivables 2019-a Owner Trust), Administration Agreement (Nissan Auto Receivables 2019-a Owner Trust)

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Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Eligible Lender Trustee of the proposed action and the Issuer Eligible Lender Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, “non-ministerial matters” shall include:

Appears in 2 contracts

Samples: Administration Agreement (SLM Student Loan Trust 2006-3), Administration Agreement (SLM Student Loan Trust 2006-7)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Owner Trustee of the proposed action and the Issuer Owner Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. Unless explicitly provided under this Administration Agreement, for the purpose of the preceding sentence, “non-ministerial matters” shall include, without limitation: (a) the initiation of any claim or lawsuit by the Issuer and the compromise of any action, claim or lawsuit brought by or against the Issuer (other than in connection with the collection of the Receivables);

Appears in 2 contracts

Samples: Owner Trust Administration Agreement (Hyundai Auto Receivables Trust 2023-A), Owner Trust Administration Agreement (Hyundai Auto Receivables Trust 2023-A)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Owner Trustee of the proposed action and the Issuer Owner Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, "Non-Ministerial Matters" shall include, without limitation:

Appears in 1 contract

Samples: Administration Agreement (Mitsui Vendor Leasing 1998-1 LLC)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are nonministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Eligible Lender Trustee of the proposed action and the Issuer Eligible Lender Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, "non-ministerial matters" shall include:

Appears in 1 contract

Samples: Administration Agreement (SLM Funding Corp)

Non-Ministerial Matters. (i) The With respect to matters that in the reasonable judgment of the Administrator are non-ministerial, the Administrator shall not take any action with respect to matters that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action action, the Administrator shall have notified the Issuer Owner Trustee of the proposed action and the Issuer Owner Trustee shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternativealternative direction. For the purpose of the preceding sentence, "non-ministerial matters" shall include, without limitation: (A) the amendment of or any supplement to the Indenture;

Appears in 1 contract

Samples: Administration Agreement (WFS Financial 1997-D Owner Trust)

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