Common use of Removal or Resignation of Document Custodian Clause in Contracts

Removal or Resignation of Document Custodian. (a) The Document Custodian may at any time resign and terminate its obligations under this Agreement upon at least 60 days’ prior written notice the Servicer, the Borrower, the Agent and each Lender Agent; provided, that, no resignation or removal of the Document Custodian will be permitted unless a successor Document Custodian has been appointed which successor Document Custodian, so long as no Unmatured Servicer Event of Default, Servicer Event of Default, Unmatured Event of Default or Event of Default has occurred and is continuing, is reasonably acceptable to the Servicer. Promptly after receipt of notice of the Document Custodian’s resignation, the Agent shall promptly appoint a successor Document Custodian, which successor Document Custodian shall be reasonably acceptable to the Required Lenders and the Borrower, by written instrument, in duplicate, copies of which instrument shall be delivered to the Borrower, the Servicer, each Lender Agent, the resigning Document Custodian, and to the successor Document Custodian. In the event no successor Document Custodian shall have been appointed within 60 days after the giving of notice of such resignation, the Document Custodian may petition, at the expense of the Borrower, any court of competent jurisdiction to appoint a successor Document Custodian. (b) The Agent upon at least 60 days’ prior written notice to the Document Custodian, the Borrower and each Lender Agent, may with cause remove and discharge the Document Custodian or any successor Document Custodian thereafter appointed, from the performance of its respective duties under this Agreement. Promptly after giving notice of removal of the Document Custodian, the Agent shall appoint, or petition a court of competent jurisdiction to appoint, a successor Document Custodian (which successor Document Custodian shall be reasonably acceptable to the Required Lenders and the Borrower). Any such appointment shall be accomplished by written instrument and one original counterpart of such instrument of appointment shall be delivered to the Document Custodian and the successor Document Custodian, with a copy delivered to the Borrower, each Lender Agent and the Servicer. (c) In the event of any such resignation or removal, the Document Custodian shall, no later than five (5) Business Days after receipt of notice of the successor Document Custodian, transfer to the successor Document Custodian, as directed in writing by the Agent, all the Collateral Obligation Files being administered under this Agreement. Any cost of shipment shall be at the expense of the Borrower.

Removal or Resignation of Document Custodian. (a) The Document Custodian may at any time resign and terminate its obligations under this Agreement upon at least 60 days’ prior written notice the Servicer, the Borrower, the Agent and each Lender Agent; provided, that, no resignation or removal of the Document Custodian will be permitted unless a successor Document Custodian has been appointed which successor Document Custodian, so long as no Unmatured Servicer Event of Default, Servicer Event of Default, Unmatured Event of Default or Event of Default has occurred and is continuing, is reasonably acceptable to the Servicer. Promptly after receipt of notice of the Document Custodian’s resignation, the Agent shall promptly appoint a successor Document Custodian, which successor Document Custodian shall be reasonably acceptable to the Required Lenders and the Borrower, by written instrument, in duplicate, copies of which instrument shall be delivered to the Borrower, the Servicer, each Lender Agent, the resigning Document Custodian, and to the successor Document Custodian. In the event no successor Document Custodian shall have been appointed within 60 days after the giving of notice of such resignation, the Document Custodian may petition, at the expense of the Borrower, any court of competent jurisdiction to appoint a successor Document Custodian.of (b) The Agent upon at least 60 days’ prior written notice to the Document Custodian, the Borrower and each Lender Agent, may with cause remove and discharge the Document Custodian or any successor Document Custodian thereafter appointed, from the performance of its respective duties under this Agreement. Promptly after giving notice of removal of the Document Custodian, the Agent shall appoint, or petition a court of competent jurisdiction to appoint, a successor Document Custodian (which successor Document Custodian shall be reasonably acceptable to the Required Lenders Agent and the Borrower). Any such appointment shall be accomplished by written instrument and one original counterpart of such instrument of appointment shall be delivered to the Document Custodian and the successor Document Custodian, with a copy delivered to the Borrower, each Lender Agent and the Servicer. (c) In the event of any such resignation or removal, the Document Custodian shall, no later than five (5) Business Days after receipt of notice of the successor Document Custodian, transfer to the successor Document Custodian, as directed in writing by the Agent, all the Collateral Obligation Files being administered under this Agreement. Any cost of shipment shall be at the expense of the Borrower.