Common use of RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE Clause in Contracts

RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE. (a) The Trustee and Supplemental Interest Trust Trustee, together, may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Company. Upon receiving such notice of resignation, the Company shall promptly appoint a successor trustee and successor supplemental interest trust trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee and successor supplemental interest trust trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee and Supplemental Interest Trust Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee and successor supplemental interest trust trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Company, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Company determines that the Trustee or Supplemental Interest Trust Trustee, as applicable, has failed (i) to distribute or cause to be distributed to the Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Company) or the Supplemental Interest Trust Trustee for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above other than any failure to comply with the provisions of Article XII, in which case no notice or grace period shall be applicable) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Company, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee and successor supplemental interest trust trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee and successor supplemental interest trust trustee pursuant to the preceding sentence, the Company shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee and successor supplemental interest trust trustee will not result in the reduction of the ratings on any Class of the Certificates below the lesser of the then current or original ratings on such Certificates. (c) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and Supplemental Interest Trust Trustee, together, and appoint a successor trustee and successor supplemental interest trust trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Company, one complete set to the Trustee and Supplemental Interest Trust Trustee so removed and one complete set to the successors so appointed. (d) Any resignation or removal of the Trustee and Supplemental Interest Trust Trustee and appointment of a successor trustee and successor supplemental interest trust trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee and successor supplemental interest trust trustee as provided in Section 8.08.

RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE. (a) The Trustee and Supplemental Interest Trust Trustee, together, may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Company. Upon receiving such notice of resignation, the Company shall promptly appoint a successor trustee and successor supplemental interest trust trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee and successor supplemental interest trust trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee and Supplemental Interest Trust Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee and successor supplemental interest trust trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Company, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Company determines that the Trustee or Supplemental Interest Trust Trustee, as applicable, Trustee has failed (i) to distribute or cause to be distributed to the Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Company) or the Supplemental Interest Trust Trustee for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above other than any failure to comply with the provisions of Article XII, in which case no notice or grace period shall be applicable) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Company, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee and successor supplemental interest trust trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee and successor supplemental interest trust trustee pursuant to the preceding sentence, the Company shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee and successor supplemental interest trust trustee will not result in the reduction of the ratings on any Class class of the Certificates below the lesser of the then current or original ratings on such Certificates. (c) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and Supplemental Interest Trust Trustee, together, and appoint a successor trustee and successor supplemental interest trust trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Company, one complete set to the Trustee and Supplemental Interest Trust Trustee so removed and one complete set to the successors so appointed. (d) Any resignation or removal of the Trustee and Supplemental Interest Trust Trustee and appointment of a successor trustee and successor supplemental interest trust trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee and successor supplemental interest trust trustee as provided in Section 8.08.

RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE. (a) The Trustee and Supplemental Interest Trust Trustee, together, may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Company. Upon receiving such notice of resignation, the Company shall promptly appoint a successor trustee and successor supplemental interest trust trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee and successor supplemental interest trust trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee and Supplemental Interest Trust Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee and successor supplemental interest trust trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Company, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Company determines that the Trustee or Supplemental Interest Trust Trustee, as applicable, Trustee has failed (i) to distribute or cause to be distributed to the Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Company) or the Supplemental Interest Trust Trustee for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above above, other than any failure to comply with the provisions of Article XII, in which case no notice or grace period shall be applicable) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Company, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee and successor supplemental interest trust trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee and successor supplemental interest trust trustee pursuant to the preceding sentence, the Company shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee and successor supplemental interest trust trustee will not result in the reduction of the ratings on any Class class of the Certificates below the lesser of the then current or original ratings on such Certificates. (c) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and Supplemental Interest Trust Trustee, together, and appoint a successor trustee and successor supplemental interest trust trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Company, one complete set to the Trustee and Supplemental Interest Trust Trustee so removed and one complete set to the successors so appointed. (d) Any resignation or removal of the Trustee and Supplemental Interest Trust Trustee and appointment of a successor trustee and successor supplemental interest trust trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee and successor supplemental interest trust trustee as provided in Section 8.08.

RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE. (a) The Trustee and Supplemental Interest Trust Trustee, together, may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Company. Upon receiving such notice of resignation, the Company shall promptly appoint a successor trustee and successor supplemental interest trust trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee and successor supplemental interest trust trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee and Supplemental Interest Trust Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee and successor supplemental interest trust trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Company, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Company determines that the Trustee or Supplemental Interest Trust Trustee, as applicable, Trustee has failed (i) to distribute or cause to be distributed to the Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Company) or the Supplemental Interest Trust Trustee for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above above, other than any failure to comply with the provisions of Article XII, in which case no notice or grace period shall be applicable) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Company, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee and successor supplemental interest trust trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee and successor supplemental interest trust trustee pursuant to the preceding sentence, the Company shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee and successor supplemental interest trust trustee will not result in the reduction of the ratings on any Class class of the Certificates below the lesser of the then current or original ratings on such Certificates. (c) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and Supplemental Interest Trust Trustee, together, and appoint a successor trustee and successor supplemental interest trust trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Company, one complete set to the Trustee and Supplemental Interest Trust Trustee so removed and one complete set to the successors so appointed. (d) Any resignation or removal of the Trustee and Supplemental Interest Trust Trustee and appointment of a successor trustee and successor supplemental interest trust trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee and successor supplemental interest trust trustee as provided in Section 8.08.

RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE. (a) The Trustee and Supplemental Interest Trust Trustee, together, may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Company. Upon receiving such notice of resignation, the Company shall promptly appoint a successor trustee and successor supplemental interest trust trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee and successor supplemental interest trust trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee and Supplemental Interest Trust Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee and successor supplemental interest trust trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Company, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Company determines that the Trustee or Supplemental Interest Trust Trustee, as applicable, has failed (i) to distribute or cause to be distributed to the Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Company) or the Supplemental Interest Trust Trustee for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above other than any failure to comply with the provisions of Article XII, in which case no notice or grace period shall be applicable) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Company, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee and successor supplemental interest trust trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee and successor supplemental interest trust trustee pursuant to the preceding sentence, the Company shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee and successor supplemental interest trust trustee will not result in the reduction of the ratings on any Class of the Certificates below the lesser of the then current or original ratings on such Certificates. (c) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and Supplemental Interest Trust Trustee, together, and appoint a successor trustee and successor supplemental interest trust trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Company, one complete set to the Trustee and Supplemental Interest Trust Trustee so removed and one complete set to the successors so appointed. (d) Any resignation or removal of the Trustee and Supplemental Interest Trust Trustee and appointment of a successor trustee and successor supplemental interest trust trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee and successor supplemental interest trust trustee as provided in Section 8.08...

RESIGNATION AND REMOVAL OF THE TRUSTEE AND SUPPLEMENTAL INTEREST TRUST TRUSTEE. (a) The Trustee and Supplemental Interest Trust Trustee, together, may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Company. Upon receiving such notice of resignation, the Company shall promptly appoint a successor trustee and successor supplemental interest trust trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee and successor supplemental interest trust trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee and Supplemental Interest Trust Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee and successor supplemental interest trust trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Company, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Company determines that the Trustee or Supplemental Interest Trust Trustee, as applicable, Trustee has failed (i) to distribute or cause to be distributed to the Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Company) or the Supplemental Interest Trust Trustee for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above other than any failure to comply with the provisions of Article XII, in which case no notice or grace period shall be applicable) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Company, then the Company may remove the Trustee and Supplemental Interest Trust Trustee and appoint a successor trustee and successor supplemental interest trust trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee and successor supplemental interest trust trustee pursuant to the preceding sentence, the Company shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee and successor supplemental interest trust trustee will not result in the reduction of the ratings on any Class class of the Certificates below the lesser of the then current or original ratings on such Certificates. (c) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and Supplemental Interest Trust Trustee, together, and appoint a successor trustee and successor supplemental interest trust trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Company, one complete set to the Trustee and Supplemental Interest Trust Trustee so removed and one complete set to the successors so appointed. (d) Any resignation or removal of the Trustee and Supplemental Interest Trust Trustee and appointment of a successor trustee and successor supplemental interest trust trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee and successor supplemental interest trust trustee as provided in Section 8.08.. Section 8.08