Common use of Resignation and Removal of Trustee Clause in Contracts

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. Section 7.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy Employer which shall be effective 30 days after delivery to the Employer of such notice to all Holders of record. The Trustee shall also mail notice, provided that a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been appointed by the Employer; provided, however, that such notice may be waived by the Employer. Section 7.2. The Trustee may be removed by the Employer at any time upon 30 days' prior written notice to the Trustee, provided that a successor Trustee shall have been appointed by the Employer; provided, however, that such notice may be waived by the Trustee. Section 7.3. The appointment of a successor Trustee hereunder shall be accomplished by and shall take effect upon the delivery to the resigning or removed Trustee, as the case may be, of written notice from the Employer appointing such successor Trustee, and an acceptance in writing of the successor Trustee. Any successor Trustee may be either a corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor Trustee so appointed with the same force and effect as if such successor Trustee had been originally named herein as the Trustee hereunder. If a successor Trustee shall not have accepted appointment been appointed within 30 days after delivery to the giving Employer of such notice of resignationthe Trustee's resignation pursuant to Section 7.1, the resigning Trustee may petition any apply to a court of competent jurisdiction for the appointment of a successor Trustee. Section 7.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee, the resigning or removed Trustee shall transfer and deliver the Trust Fund to such successor Trustee, after reserving such reasonable amounts as are necessary to provide for its reasonable expenses in the settlement of its account, the amount of any compensation due to it and any sums chargeable against the Trust Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall be entitled to reimbursement for any deficiency from the Employer or out of the Trust Fund. Section 7.5. At the time the Trust Fund shall have been transferred and delivered to a successor trustee and the accounts of the Trustee have been approved pursuant to Section 3.3 herein, the Trustee shall be released and discharged from all further accountability or liability for the Trust Fund and shall not be responsible in any way for the further disposition of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Trust Fund or any part thereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Rating AgencyAgencies and the Swap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Derivative Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor derivative administrator under the Derivative Administration Agreement.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust trusts hereby created by giving written notice thereof to the Servicer Depositor, the Master Servicer, the Special Servicer, all Certificateholders and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating AgencyServiced Non-Trust Mortgage Loan Noteholders. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually successor trustee acceptable successor Trustee to the Depositor by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. A copy of such instrument shall be delivered to the Master Servicer, the Special Servicer, the Certificateholders and the Serviced Non-Trust Mortgage Loan Noteholders by the Depositor. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.06 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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, or if the Trustee shall fail (other than by reason of the failure of either the Master Servicer or the Special Servicer to timely perform its obligations hereunder or as a result of other circumstances beyond the Trustee's reasonable control) to timely deliver or otherwise make available in accordance with this Agreement any current or revised Distribution Date Statement, CMSA Loan Periodic Update File, CMSA Property File, CMSA Financial File or other report or statement required by Section 4.02 and such failure shall continue unremedied for a period of five days after receipt of written notice by the Trustee of such failure, or if a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee is located or in which it holds any portion of the Trust Fund, then the Servicer Depositor may remove the Trustee and appoint a successor trustee acceptable to the Depositor and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successorsuccessor trustee. A copy of such instrument shall be delivered to the Master Servicer, the Special Servicer, the Certificateholders and the Serviced Non-Trust Mortgage Loan Noteholders by the successor trustee so appointed. (c) The Holders of Certificates evidencing not less than 50entitled to at least 51% of the Voting Rights may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Servicer Master Servicer, one complete set to the Trustee so removed and one complete set to the successor trustee so appointed. A copy of such instrument shall be delivered to the Depositor, the Special Servicer, the remaining Certificateholders and the Trustee; Serviced Non-Trust Mortgage Loan Noteholders by the Servicer shall thereupon use their best efforts successor trustee so appointed. (d) In the event that the Trustee is terminated or removed pursuant to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. 8.07, all of its and any corresponding Fiscal Agent's rights and obligations under this Agreement and (as among the parties hereto) in and to the Trust Mortgage Loans and the Serviced Non-Trust Mortgage Loans shall be terminated, other than any rights or obligations that accrued prior to the date of such termination or removal (including the right to receive all fees, expenses and other amounts (including P&I Advances and any accrued interest thereon) accrued or owing to it under this Agreement, with respect to periods prior to the date of such termination or removal, and no termination without cause shall be effective until the payment of such amounts to the Trustee and such Fiscal Agent). (e) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.07 shall not become effective upon until acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.08.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Servicers and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer Servicers shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the ServicerServicers, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer Servicers may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer Servicers and the Trustee; the Servicer Servicers shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Rating Agencies and each Rating AgencySwap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Swap Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor Swap administrator under the Swap Administration Agreement.

Resignation and Removal of Trustee. Section 9.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of Company which shall be effective 45 days after delivery; such notice to all Holders of recordnotice, however, may be waived by the Company. Section 9.2. The Trustee may be removed by the Company at any time upon 30 days written notice to the Trustee; such notice, however, may be waived by the Trustee. Section 9.3. The appointment of a successor trustee hereunder shall also mail be accomplished by and shall take effect upon the delivery to the resigning or removed Trustee, as the case may be, of written notice of the Company appointing such successor trustee, and an acceptance in writing of the office of successor trustee hereunder executed by the successor so appointed. Any successor trustee may be wither a copy corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor trustee so appointed with the same force and effect as if such successor trustee had been originally named herein as the Trustee hereunder. If within 45 days after notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and given under the provisions of this article a successor trustee shall not have accepted appointment within 30 days after the giving of such notice of resignationbeen appointed, the resigning Trustee or the Company may petition apply to any court of competent jurisdiction for the appointment of a successor Trusteetrustee. Section 9.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor trustee, the resigning or removed Trustee pursuant shall transfer and deliver the Fund to such successor trustee, after reserving such reasonable amount as it shall deem necessary to provide for its expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the Fund to the extent that the Company does not pay such deficiency. If the sums so reserved exceed the amount necessary for such purposes, then the resigning or removed Trustee shall promptly transfer and deliver such excess to such successor Trustee as provided in Section 9.07trustee.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Rating AgencyAgencies and the Swap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Swap Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor Swap Administrator under the Swap Administration Agreement.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by giving written notice thereof of resignation to the Servicer and mailing a copy of such Servicer. Such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation be furnished to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee at the expense of the Depositor. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.7 and shall fail to resign after written request therefor for the Trustee's resignation by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 then, with or without cause, the Servicer may remove the 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 successorsuccessor trustee. The Holders of Certificates evidencing having a Percentage Interest aggregating not less than 5051% of the Voting Rights aggregate Denomination of all Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in triplicate, signed by such holders or their attorneys-in-fact duly authorized, one complete set of which instrument or instruments shall be delivered to the Servicer Servicer, one complete set to the Trustee so removed and one complete set to the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06trustee so appointed. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.8 shall become effective only upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.9.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Servicer. Such notice shall also be furnished to the Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee at the expense of the Servicer. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.7 and shall fail to resign after written request therefor for the Trustee's resignation by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 then, with or without cause, the Servicer may remove the 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 successorsuccessor trustee. The Holders of Certificates evidencing having a Percentage Interest aggregating not less than 5051% of the Voting Rights aggregate Denomination of all Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in triplicate, signed by such holders or their attorneys-in-fact duly authorized, one complete set of which instrument or instruments shall be delivered to the Servicer Servicer, one complete set to the Trustee so removed and one complete set to the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06trustee so appointed. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.8 shall become effective only upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.9.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy Company, which shall be effective sixty (60) days after receipt of such notice to all Holders of record. unless the Company and the Trustee agree otherwise. (b) The Trustee shall also mail may be removed by the Company on sixty (60) days notice or upon shorter notice accepted by the Trustee. However, upon a copy Change of such notice of resignation to each Rating Agency. Upon receiving such notice of resignationControl, as defined herein, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee may not be removed by written instrument, in duplicate, one copy the Company for four years after the Change of which instrument shall be delivered Control unless the persons who are then Participants agree to the resigning removal. (c) If the Trustee and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment resigns within 30 days four years after the giving a Change of such notice of resignationControl, as defined herein, the resigning Trustee may petition any Company shall apply to a court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or for instructions, unless the then Participants and the Company agree to the selection 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any trustee. (d) Upon resignation or removal of the Trustee and appointment of a successor trustee, all assets shall subsequently be transferred to the successor trustee. The transfer shall be completed within one hundred twenty (120) days after receipt of notice of resignation, removal or transfer, unless the Company extends the time limit. (e) If Trustee pursuant resigns or is removed, a successor shall be appointed, in accordance with Section 12 hereof, by the effective date of resignation or removal under paragraphs (a) or (b) of this Section. If no such appointment has been made, the Trustee may apply to any a court of competent jurisdiction for appointment of a successor or for instructions. All expenses of the provisions Trustee in connection with the proceeding shall be allowed as administrative expenses of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Trust.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Rating AgencyAgencies and the Swap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less greater than 50% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Swap Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor Swap Administrator under the Swap Administration Agreement.

Resignation and Removal of Trustee. 10.12.1 The Trustee may resign at any time resign and be discharged from the trust hereby created by giving upon at least 30 days' written notice thereof to the Servicer and mailing a copy of such Employer. 10.12.2 The Employer may remove the Trustee upon at least 30 days' written notice to all Holders the Trustee. 10.12.3 Upon resignation or removal of record. The Trustee the Trustee, the Employer shall also mail appoint a copy of such notice of resignation to each Rating Agencysuccessor trustee. Upon receiving such notice failure of resignationthe Employer to appoint, or the failure of the effectiveness of the appointment by the Employer of, a successor trustee by the effective date of the resignation or removal, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition apply to any court of competent jurisdiction for the appointment of a successor. Promptly after receipt by the Trustee of notice of the effectiveness of the appointment of the successor Trustee. If at any time trustee: (a) the Trustee shall cease deliver to the successor trustee such records as may be eligible in accordance with reasonably requested to enable the provisions successor trustee to properly administer the Trust Fund and all property of Section 9.05 and shall fail the Trust after deducting therefrom such amounts as the Trustee deems necessary to resign after written request therefor provide for expenses, taxes, compensation or other amounts due to or by the Servicer, or if at any time Trustee not paid by the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered Employer prior to the delivery; and (b) except if the second Trustee so is removed and one copy to or resigns, the successor. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint Plan will no longer be considered a mutually acceptable successor Trustee in accordance with this Section 9.06. Any prototype plan. 10.12.4 Upon resignation or removal of the Trustee, the Trustee shall have the right to a settlement of its account, which settlement shall be made, at the Trustee's option, either by an agreement of settlement between the Trustee and appointment the Employer or by a judicial settlement in an action instituted by the Trustee. The Employer shall bear the cost of a successor any such judicial settlement, including reasonable attorneys fees. 10.12.5 The Trustee pursuant shall not be obligated to any transfer Trust assets until the Trustee is provided assurance by the Employer satisfactory to the Trustee that all fees and expenses reasonably anticipated will be paid. 10.12.6 Upon settlement of the provisions account and transfer of this Section 9.06 shall become effective upon acceptance of appointment by the Trust Fund to the successor trustee, all rights and privileges under the Trust Agreement shall vest in the successor trustee and all responsibility and liability of the Trustee with respect to the Trust and assets thereof shall, except as provided in Section 9.07otherwise required by ERISA, terminate subject only to the requirement that the Trustee execute all necessary documents to transfer the Trust assets to the successor trustee.

Resignation and Removal of Trustee. (a) The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy Company, which shall be effective sixty (60) days after receipt of such notice to all Holders of record. unless the Company and the Trustee agree otherwise. (b) The Trustee shall also mail may be removed by the Company on sixty (60) days notice or upon shorter notice accepted by the Trustee, except that after a copy Change of such notice of resignation to each Rating Agency. Upon receiving such notice of resignationControl as defined herein, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to not be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor removed by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Company for the purpose of rehabilitation, conservation or liquidation, then the Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any year. (c) Upon resignation or removal of the Trustee and appointment of a successor Trustee, all assets shall subsequently be transferred to the successor Trustee. The transfer shall be completed within ninety (90) days after receipt of the notice of resignation, removal or transfer, unless the Company extends the time limit. (d) If the Trustee resigns or is removed, a successor shall be appointed in accordance with Section 14 hereof by the effective date of resignation or removal under paragraphs (a) or (b) of this Section. If no such appointment has been made, the Trustee may apply to a court of competent jurisdiction for appointment of a successor or for instructions. The Trustee shall continue to fulfill its duties hereunder and shall receive compensation pursuant to any Section 11 until the successor's appointment is effective. All expenses of the Trustee in connection with the proceeding shall be allowed as administrative expenses of the Trust. (e) If the Trustee resigns within one year of a Change of Control, as defined herein, the Trustee shall select a successor Trustee in accordance with the provisions of this Section 9.06 shall become 14(c) hereof prior to the effective upon acceptance date of appointment by the successor Trustee as provided in Section 9.07Trustee's resignation.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (a) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Depositor, the Seller, the Trust Administrator, the Modification Oversight Agent, the Master Servicer, the Special Servicer, the Back-up Servicer and the Servicers and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register, and to the Rating Agency. Upon receiving Agencies, not less than 60 days before the date specified in such notice of resignationwhen, the Servicer shall use their best efforts subject to promptly appoint a mutually acceptable successor Trustee Section 9.08, such resignation is to take effect, and (b) acceptance 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee in accordance with Section 9.08 meeting the qualifications set forth in Section 9.06. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 liquidationliquidation or if the Trustee breaches any of its obligations or representations hereunder, then the Servicer Depositor may remove the 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 successorsuccessor trustee. The Trustee may also be removed at any time by the Holders of Certificates evidencing not less than 50% of the Voting Rights may at evidenced by the Certificates. Notice of any time remove removal of the Trustee and acceptance of appointment by written instrument or instruments delivered the successor trustee shall be given to the Servicer Rating Agencies by the Depositor. If no successor trustee shall have been so appointed and have accepted appointment within 30 days after the Trustee; giving of such notice of resignation or receipt of a notice of removal, the Servicer shall thereupon use their best efforts to appoint resigning Trustee may, at the Trust Fund’s expense, petition any court of competent jurisdiction for the appointment of a mutually acceptable successor Trustee in accordance with this Section 9.06trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.07 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.08 hereof.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, or (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating, then the Depositor, any NIMS Insurer or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor and the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (a) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Depositor, DLJMC, the Trust Administrator, the Master Servicer, the Special Servicer, the Modification Oversight Agent and the Servicers and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register, and to the Rating Agency. Upon receiving Agencies, not less than 60 days before the date specified in such notice of resignationwhen, the Servicer shall use their best efforts subject to promptly appoint a mutually acceptable successor Trustee Section 9.08, such resignation is to take effect, and (b) acceptance 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee in accordance with Section 9.08 meeting the qualifications set forth in Section 9.06. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 liquidationliquidation or if the Trustee breaches any of its obligations or representations hereunder, then the Servicer Depositor may remove the 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 successorsuccessor trustee. The Trustee may also be removed at any time by the Holders of Certificates evidencing not less than 50% of the Voting Rights may at evidenced by the Certificates. Notice of any time remove removal of the Trustee and acceptance of appointment by written instrument or instruments delivered the successor trustee shall be given to the Servicer Rating Agencies by the Depositor. If no successor trustee shall have been so appointed and have accepted appointment within 30 days after the Trustee; giving of such notice of resignation or receipt of a notice of removal, the Servicer shall thereupon use their best efforts to appoint resigning Trustee may, at the Trust Fund's expense, petition any court of competent jurisdiction for the appointment of a mutually acceptable successor Trustee in accordance with this Section 9.06trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.07 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.08 hereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Rating Agencies and each Rating AgencySwap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less than over 50% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Swap Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor Swap administrator under the Swap Administration Agreement.

Resignation and Removal of Trustee. The Trustee may resign as to all or any of the classes of Notes at any time resign and be discharged from the trust hereby created without cause by giving at least 30 days’ prior written notice thereof to the Issuer, the Servicer and mailing a copy of such notice to all Holders of recordthe Noteholders. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment Noteholders of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver majority of the Trustee or Outstanding Principal Balance of its property shall be appointed, or any public officer shall take charge or control class of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights Notes may at any time remove the Trustee as to such class without cause, with the consent of the Issuer (such consent not to be unreasonably withheld) if no Event of Default shall have occurred and be continuing, by written an instrument or instruments in writing delivered to the Issuer, the Servicer and the Trustee; Trustee being removed. In addition, the Servicer shall thereupon use their best efforts Issuer may remove the Trustee as to appoint any class of Notes if (a) such Trustee fails to comply with Section 310 of the Trust Indenture Act (as if the Trust Indenture Act applied to this Indenture) after written request therefor by the Issuer or the Noteholders of the related class who have been bona fide Noteholders for at least six months, (b) such Trustee fails to comply with Section 7.2(d) or any other provision hereof, (c) such Trustee is adjudged a mutually acceptable bankrupt or an insolvent, (d) a receiver or public officer takes charge of such Trustee or its property or (e) such Trustee becomes incapable of acting. References to the Trustee in this Indenture include any successor Trustee as to all or any of the classes of Notes appointed in accordance with this Section 9.06Article VII. Any resignation or removal of the Trustee and appointment of pursuant to this Section 7.1 shall not be effective until a successor Trustee shall have been duly appointed and vested as Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.077.2.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Depositor, the Servicer, the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Securities Administrator. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy each to the Servicer, the Master Servicer and the Securities Administrator. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 7.05 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) the Trustee shall fail to observe or perform in any material respect any of the covenants or agreements of the Trustee contained in this Agreement or (iv) the continued use of the Trustee would result in a downgrading, withdrawal or qualification of the rating by any Rating Agency of any Class of Offered Certificates with a rating, then the Servicer may Depositor shall remove the Trustee and the Depositor shall appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and Trustee, one copy to the successor. successor trustee and one copy each to the Servicer, the Master Servicer and the Securities Administrator. (c) The Holders of Certificates evidencing not less than 50% a Majority in Interest of the Voting Rights Certificates may at any time upon 30 days written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized, one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy each to the Servicer, the Master Servicer and the Trustee; the Servicer Securities Administrator. The Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Servicer, the Master Servicer and the Securities Administrator. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.077.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Rating AgencyAgencies and the Swap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less more than 50% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Swap Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor swap administrator under the Swap Administration Agreement.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and the Depositor and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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, or if at any time the Trustee has failed to duly perform, within the required time period, its obligations under Section 3.20, Section 3.21 or Section 3.22, then the Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (a) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Depositor, the Seller, the Trust Administrator, the Modification Oversight Agent, the Master Servicer, the Special Servicer, any Special Servicer and the Servicers and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register, and to the Rating Agency. Upon receiving Agencies, not less than 60 days before the date specified in such notice of resignationwhen, the Servicer shall use their best efforts subject to promptly appoint a mutually acceptable successor Trustee Section 9.08, such resignation is to take effect, and (b) acceptance 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee in accordance with Section 9.08 meeting the qualifications set forth in Section 9.06. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 liquidationliquidation or if the Trustee breaches any of its obligations or representations hereunder, then the Servicer Depositor may remove the 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 successorsuccessor trustee. The Trustee may also be removed at any time by the Holders of Certificates evidencing not less than 50% of the Voting Rights may at evidenced by the Certificates. Notice of any time remove removal of the Trustee and acceptance of appointment by written instrument or instruments delivered the successor trustee shall be given to the Servicer Rating Agencies by the Depositor. If no successor trustee shall have been so appointed and have accepted appointment within 30 days after the Trustee; giving of such notice of resignation or receipt of a notice of removal, the Servicer shall thereupon use their best efforts to appoint resigning Trustee may, at the Trust Fund’s expense, petition any court of competent jurisdiction for the appointment of a mutually acceptable successor Trustee in accordance with this Section 9.06trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.07 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.08 hereof.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee Trustee, one copy to the successor trustee, one copy to the Certificate Insurer and one copy to the successor TrusteeMaster Servicer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, or (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating (in the case of the Class A5 Certificates and Class A6 Certificates, determined without regard to the Certificate Insurance Policy), then the Depositor or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee, one copy to the Certificate Insurer and one copy to the successor. Master Servicer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates may at any time upon 30 days’ written notice to the Trustee, the Certificate Insurer and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney in fact duly authorized, one copy of which instrument or instruments shall be delivered to the Servicer Depositor, one copy to the Certificate Insurer, one copy to the Trustee and one copy to the TrusteeMaster Servicer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor and the Master Servicer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. The 12.1. Trustee may at any time resign and be discharged from the trust hereby created by giving after thirty (30) days following written notice thereof to Trustor and the Servicer Administrator. Similarly, Trustee may be removed and mailing a copy replaced after thirty (30) days following written notice to Trustee and the Administrator by Trustor. In either event, the duties of Trustee shall terminate thirty (30) days after the day of such notice (or as of such earlier date as may be mutually agreeable to all Holders of record. The Trustor, Administrator, and Trustee), and Trustee shall also mail deliver the assets then comprising the Fund to a copy successor Trustee appointed by Trustor and agreed to by the Administrator, as evidenced by a written notice executed by Trustor and the Administrator filed with Trustee. 12.2. If Trustor shall have failed to appoint a successor Trustee prior to the expiration of thirty (30) days following the date of such notice of such resignation to each Rating Agency. Upon receiving such notice of resignationor removal, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered discharged from all responsibility as Trustee hereunder. Trustor agrees to obtain a new Trustee within thirty (30) days upon the termination or resignation of the current Trustee, and agrees that selection of a new Trustee is subject to the resigning Trustee and one copy approval of the Administrator. Any objection to the successor Trustee. If no selection of a successor Trustee shall have been so appointed and shall have accepted appointment be given in writing within 30 five (5) days after Trustor identifies the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor proposed new Trustee. If at During any time period when no Trustee has been hired by Trustor, Trustor shall enter into an interim agreement with the Administrator, in form and substance satisfactory to Trustor and the Administrator, pursuant to which Trustor shall perform the primary functions of Trustee shall cease to be eligible hereunder. 12.3. Upon acknowledgement by any successor Trustee appointed in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the foregoing provisions of this Section 9.06 section, of the receipt of the funds then comprising the Fund, Trustee shall become effective upon acceptance be fully released and relieved of appointment by the successor Trustee as provided in Section 9.07all duties, responsibilities and obligations under this Agreement.

Resignation and Removal of Trustee. a. The resignation and removal of Trustee shall be governed by the provisions of this paragraph 4. b. The Trustee, or any trustee or trustees hereafter appointed, may at any time resign and be discharged from the trust hereby created by giving written notice of such resignation to the Grantor and by mailing notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating AgencyGrantor. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If Such court may thereupon after such notice, if any, as it may deem proper and prescribe, appoint a successor trustee. c. The Grantor may not at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. trustee. d. Any resignation or any removal of the Trustee and any appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 section shall become effective upon acceptance of appointment by the successor Trustee trustee as provided herein. e. Any successor trustee appointed under this paragraph 4, shall execute, acknowledge and deliver to the Grantor and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee herein; but, nevertheless, on the written request of the Grantor or of the successor trustee, the Trustee ceasing to act shall, upon payment of any amount then due it hereunder. execute and deliver an instrument transferring to such successor trustee all the rights and powers of the Trustee so ceasing to act. Upon request of any such successor trustee, the Grantor shall execute any and all instruments in Section 9.07writing for more fully and certainly vesting in and confirming to such successor trustee and certainly vesting in and confirming to such successor trustee all such rights and powers.

Resignation and Removal of Trustee. Section 7.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing Company which shall be effective 60 days after delivery unless prior thereto a copy of such notice to all Holders of recordsuccessor trustee shall have been appointed. Section 7.2. The Trustee may be removed by the Company at any time upon 60 days written notice to the Trustee; such notice, however, may be waived by the Trustee. Section 7.3. The appointment of a successor trustee hereunder shall also mail be accomplished by and take effect upon the delivery to the Trustee of written notice of the Company appointing such successor trustee, and an acceptance in writing of the successor trustee hereunder executed by the successor so appointed. A successor trustee may be either a copy corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor trustee so appointed with the same force and effect as if such successor trustee had been originally named herein as the trustee hereunder. If within 60 days after notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 or removal shall have been so appointed and given under the provisions of this Article VII a successor trustee shall not have accepted appointment within 30 days after the giving of such notice of resignationbeen appointed, the resigning Trustee or Company may petition apply to any court of competent jurisdiction for the appointment of a successor Trusteetrustee. Section 7.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor trustee, the Trustee pursuant shall transfer and deliver the Fund to such successor trustee, after reserving such reasonable amount as it shall deem necessary to provide for its expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the successor Trustee as provided in Section 9.07trustee and the Company who shall be jointly and severally liable therefor.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Master Servicer and the Trustee; the Master Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or (v) the Trustee shall fail to deliver the information or reports required pursuant to Section 6.01(k) through (n) hereto, then the Depositor, any NIMS Insurer or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer; provided, however, that if the Trustee is removed for the failure to provide the accountant’s attestation pursuant to Section 6.01(l) of this Agreement, the Trustee shall reimburse the Depositor for reasonable out-of pocket costs incurred by the Depositor in providing for a successor Trustee. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor and the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, the NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to the NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and the NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or the NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, or (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or the NIM Securities, then the Depositor, the Master Servicer may or the NIMS Insurer shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to the NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and the NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or the NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days' written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by the NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee, one copy each to the Master Servicer and the TrusteeNIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and the NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating, or (v) the Trustee shall fail to provide the information required pursuant to Section 6.01(l) or (m) or Section 9.25 hereof, then the Depositor, any NIMS Insurer or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to each of the Trustee so removed removed, the successor trustee, the Master Servicer and one copy to the successor. any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney in fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to each of the Depositor, the Trustee, the Master Servicer and any NIMS Insurer; and the Trustee; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. (a) The Trustee Trustee, or any trustee or trustees hereafter appointed, may at any time resign and be discharged from the trust hereby created with respect to one or more or all series of Securities by giving written notice thereof of such resignation to the Servicer Company and mailing a copy by giving to the holders of such Securities of the applicable series notice thereof in the manner and to all Holders the extent provided in subsection (c) of record. The Trustee shall also mail a copy Section 5.04 with respect to reports pursuant to subsection (a) of such notice of resignation to each Rating AgencySection 5.04. Upon receiving such notice of resignationresignation and if the Company shall deem it appropriate evidence satisfactory to it of such mailing, the Servicer Company shall use their best efforts to promptly appoint a mutually acceptable successor Trustee with respect to the applicable series (it being understood that any successor Trustee may be appointed with respect to the Securities of one or more or all of such series and at any time there shall be only one Trustee with respect to the Securities of any particular series) by written instrument, in duplicate, executed pursuant to a Resolution of the Company, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee. If no successor Trustee shall have been so appointed with respect to any series and shall have accepted appointment within 30 days after the giving mailing of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 6.08, on behalf of himself and all others similarly situated, petition any such court for the appointment of a successor Trustee. If Such court may thereupon after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (b) In case at any time any of the following shall occur: (1) The Trustee shall fail to comply with Section 7.08 after written request therefor by the Company or by any Securityholder who has been a bona fide holder of a Security or Securities of the applicable series for at least six months, or (2) The Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 7.09 and shall fail to resign after written request therefor by the ServicerCompany or by any such Securityholder, or if at any time the or (3) The Trustee shall become incapable of acting, or shall be adjudged a 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 then, in any such case, the Servicer Company may remove the Trustee with respect to the applicable series and appoint a successor trustee Trustee with respect to the applicable series by written instrument, in duplicate, executed pursuant to a Resolution of the Company, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor. The Holders successor Trustee, or, subject to the provisions of Certificates evidencing not less than 50% Section 6.08, any Securityholder who has been a bona fide holder of a Security or Securities of the Voting Rights applicable series for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to the applicable series. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, remove the Trustee and appoint a successor Trustee. (c) holders of a majority in principal amount of the Securities of any one series voting as a separate class or all series voting as one class at the time outstanding (determined as provided in Section 8.04) may at any time remove the Trustee with respect to the applicable series or all series, as the case may be, and appoint a successor Trustee with respect to the applicable series or all series, as the case may be, by written instrument or instruments delivered to signed by such holders or their attorneys-in-fact duly authorized, or by the Servicer affidavits of the permanent chairman and permanent secretary of a meeting of the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee Securityholders (as elected in accordance with this Section 9.06. 9.05) evidencing the vote upon a resolution or resolutions submitted thereto with respect to such removal and appointment (as provided in Article Nine), and by delivery thereof to the Trustee so removed, to the successor Trustee and to the Company. (d) Any resignation or removal of the Trustee and any appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.077.11.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby its obligations created hereunder by giving written notice thereof to the Servicer other parties hereto and mailing a copy all of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Securityholders. Upon receiving such notice of resignation, the Servicer Depositor shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee trustee meeting the eligibility requirements of Section 8.06 by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. A copy of such instrument shall be delivered to the other parties hereto and to the Securityholders by the Depositor. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.06 and shall fail to resign after written request therefor by the Depositor or the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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, or if the Trustee’s continuing to act in such capacity would (as confirmed in writing to the Depositor by any Rating Agency) result in an Adverse Rating Event with respect to any Subclass of Securities, then the Servicer Depositor may remove the 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 successorsuccessor trustee. The Holders A copy of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written such instrument or instruments shall be delivered to the Servicer other parties hereto and the Trustee; Securityholders by the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Depositor. (c) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.07 shall not become effective upon until acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.08.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee Trustee, one copy to the successor trustee, one copy to the Master Servicer and one copy to the successor TrusteeCertificate Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or of its their property shall be appointed, or any public officer shall take charge or control of the Trustee or of its their property or affairs for the purpose of rehabilitation, conservation or liquidation, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, or (iv) the continued use of the Trustee would result in a downgrading of the rating by the Rating Agencies of any Class of Certificates with a rating (in the case of the Class A4 Certificates, determined without regard to the Class A4 Certificate Insurance Policy), then the Servicer may Depositor shall remove the Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed, one copy to the successor trustee, one copy to the Certificate Insurer and one copy to the Master Servicer. (c) The Holders of more than 50% of the Class Principal Amount (or Class Notional Amount) of each Class of Certificates may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized, one copy of which instrument shall be delivered to the Depositor, one copy to the Trustee so removed and one copy to the successor. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the TrusteeMaster Servicer; the Servicer Depositor shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. Section. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) payment of all unpaid amounts owed to the Trustee and (ii) acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. The Trustee may resign as to all or any of the subclasses of the Securities at any time resign and be discharged from the trust hereby created without cause by giving at least 90 days' prior written notice thereof to the Issuer, the Guarantor, the Policy Provider, the Initial Credit Facility Provider, the Administrative Agent, the Cash Manager, the Remarketing Servicers, the Back-Up Remarketing Servicer and mailing a copy of the Holders, such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice be effective only upon acceptance of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor replacement trustee by a Senior Trustee. If at Holders of a majority of the Outstanding Principal Balance of any time subclass of the Trustee shall cease Securities (or, with respect to the Subclass A-1 Securities or any other subclass of Covered Class A Securities, the Policy Provider or, so long as it is entitled to be eligible in accordance with a Controlling Party, the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights Initial Credit Facility Provider) may at any time remove the Trustee as to such subclass without cause by written an instrument or instruments in writing delivered to the Servicer Issuer, the Guarantor, the Guarantor Trustee, the Administrative Agent, the Cash Manager, the Remarketing Servicers, the Back-Up Remarketing Servicer, the Security Trustee, the Senior Trustee and the Trustee being removed, such removal to be effective only upon the acceptance of the appointment by a successor Trustee; . In addition, the Servicer shall thereupon use their best efforts Issuer may remove the Trustee as to appoint any of the subclasses of the Securities if: (i) this Indenture has been qualified under Trust Indenture Act and such Trustee fails to comply with Section 310 of the TIA after written request therefor by the Issuer or the Holder of the related subclass who has been a mutually acceptable bona fide Holder for at least six months, (ii) such Trustee fails to comply with Section 7.02(c) hereof, (iii) such Trustee is adjudged a bankrupt or an insolvent, (iv) a receiver or public officer takes charge of such Trustee or its property or (v) such Trustee becomes incapable of acting, such removal to be effective only upon the acceptance of the appointment by a successor Trustee. References to the Trustee in this Indenture include any successor Trustee as to all or any of the subclasses of the Securities appointed in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Article VII.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by giving written notice thereof of resignation to the Servicer and mailing a copy of such Depositor. Such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation be furnished to each Rating Agency. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. The successor trustee shall be acceptable to the Class R Certificateholder and shall be rated at least A3 by Moodys. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee at the expense of the Depositor. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.7 and shall fail to resign after written request therefor for the Trustee's resignation by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 then, with or without cause, the Servicer Depositor may remove the 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 successorsuccessor trustee. The Holders of Certificates evidencing having a Percentage Interest aggregating not less than 5051% of the Voting Rights Trust Fund may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in triplicate, signed by such holders or their attorneys-in-fact duly authorized, one complete set of which instrument or instruments shall be delivered to the Servicer Depositor, one complete set to the Trustee so removed and one complete set to the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06trustee so appointed. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 6.8 shall become effective only upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.9.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust Trust hereby created by giving written notice thereof to the Servicer Depositor, the Seller and mailing the Master Servicer, with a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Rating AgencyAgencies and the Swap Provider. Upon receiving such notice of resignation, the Servicer Depositor shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to each of the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicatemultiple copies, one a copy of which instrument shall be delivered to the Trustee so removed Trustee, the Master Servicer and one copy to the successorsuccessor trustee. The Holders of Certificates evidencing not less more than 50% of the Voting Rights of each Class of Certificates may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in multiple copies, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor trustee to the Servicer Master Servicer, the Trustee so removed and the Trustee; successor trustee so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the Trustee or successor trustee. Any resignation or removal of LaSalle Bank National Association as Trustee shall also result in accordance with this Section 9.06the resignation or removal, as applicable, of LaSalle Bank National Association as Swap Administrator. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.09 hereof and upon acceptance of appointment by a successor Swap Administrator under the Swap Administration Agreement.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Master Servicer and the Trustee; the Master Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee Trustee, one copy to the successor trustee and one copy to the successor TrusteeMaster Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, or (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating, then the Depositor or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event off failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07. (e) Upon the resignation or removal of the Trustee pursuant to this Section 6.06, the Trustee shall deliver the amounts held in its possession for the benefit of the Certificateholders to the successor trustee upon the appointment of the successor trustee.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Depositor and the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer Depositor shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee, which successor Trustee must be reasonable acceptable to the Servicer. The appointment of a successor Trustee shall be made 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06, which successor must be reasonable acceptable to the Servicer. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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 either of their property or affairs for the purpose of rehabilitation, conservation or liquidation, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or (v) the Depositor desires to replace the Trustee with a successor Trustee, which successor is willing to sign the Form 10-K Certification, then the Depositor, the Master Servicer may or any NIMS Insurer shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney in fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee, one copy each to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. (a) The Trustee Trustee, or any trustee or trustees hereafter appointed, may at any time resign and be discharged from the trust hereby created with respect to one or more or all series of Securities by giving written notice thereof of such resignation to the Servicer Company and mailing a copy by giving to the holders of such Securities of the applicable series notice thereof in the manner and to all Holders the extent provided in subsection (c) of record. The Trustee shall also mail a copy Section 5.4 with respect to reports pursuant to subsection (a) of such notice of resignation to each Rating AgencySection 5.4. Upon receiving such notice of resignationresignation and if the Company shall deem it appropriate evidence satisfactory to it of such mailing, the Servicer Company shall use their best efforts to promptly appoint a mutually acceptable successor Trustee with respect to the applicable series (it being understood that any successor Trustee may be appointed with respect to the Securities of one or more or all of such series and at any time there shall be only one Trustee with respect to the Securities of any particular series) by written instrument, in duplicate, executed pursuant to a Company Resolution, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee. If no successor Trustee shall have been so appointed with respect to any series and shall have accepted appointment within 30 days after the giving mailing of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee, or any Securityholder who has been a bona fide holder of a Security or Securities of the applicable series for at least six months may, subject to the provisions of Section 6.8, on behalf of himself and all others similarly situated, petition any such court for the appointment of a successor Trustee. If Such court may thereupon after such notice, if any, as it may deem proper and prescribe, appoint a successor Trustee. (b) In case at any time any of the following shall occur: (i) The Trustee shall fail to comply with Section 7.8 after written request therefor by the Company or by any Securityholder who has been a bona fide holder of a Security or Securities of the applicable series for at least six months, or (ii) The Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 7.9 and shall fail to resign after written request therefor by the ServicerCompany or by any such Securityholder, or if at any time the or (iii) The Trustee shall become incapable of acting, or shall be adjudged a 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 then, in any such case, the Servicer Company may remove the Trustee with respect to the applicable series and appoint a successor trustee Trustee with respect to the applicable series by written instrument, in duplicate, executed pursuant to a Company Resolution, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor. The Holders successor Trustee, or, subject to the provisions of Certificates evidencing not less than 50% Section 6.8, any Securityholder who has been a bona fide holder of a Security or Securities of the Voting Rights applicable series for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee with respect to the applicable series. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, remove the Trustee and appoint a successor Trustee. (c) The holders of a majority in principal amount of the Securities of any one series voting as a separate class or all series voting as one class at the time outstanding (determined as provided in Section 8.4) may at any time remove the Trustee with respect to the applicable series or all series, as the case may be, and appoint a successor Trustee with respect to the applicable series or all series, as the case may be, by written instrument or instruments delivered to signed by such holders or their attorneys-in-fact duly authorized, or by the Servicer affidavits of the permanent chairman and permanent secretary of a meeting of the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee Securityholders (as elected in accordance with this Section 9.06. 9.5) evidencing the vote upon a resolution or resolutions submitted thereto with respect to such removal and appointment (as provided in Article Nine), and by delivery thereof to the Trustee so removed, to the successor Trustee and to the Company. (d) Any resignation or removal of the Trustee and any appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.077.11.

Resignation and Removal of Trustee. Section 9.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing Company which shall be effective 45 days after delivery unless prior thereto a copy of such notice to all Holders of recordsuccessor trustee shall have been appointed. Section 9.2. The Trustee may be removed by the Company at any time upon 30 days written notice to the Trustee; such notice, however, may be waived by the Trustee. Pg.13 Section 9.3. The appointment of a successor trustee hereunder shall also mail be accomplished by and shall take effect upon the delivery to the resigning or removed Trustee, as the case may be, of written notice of the Company appointing such successor trustee, and an acceptance in writing of the office of successor trustee hereunder executed by the successor so appointed. Any successor trustee may be either a copy corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor trustee so appointed with the same force and effect as if such successor trustee had been originally named herein as the Trustee hereunder. If within 45 days after notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and given under the provisions of this Article a successor trustee shall not have accepted appointment within 30 days after the giving of such notice of resignationbeen appointed, the resigning Trustee or the Company may petition apply to any court of competent jurisdiction for the appointment of a successor Trusteetrustee. Section 9.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor trustee, the resigning or removed Trustee pursuant shall transfer and deliver the Fund to such successor trustee, after reserving such reasonable amount as the Plan Administrator shall authorize to provide for the Trustee's expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the successor Trustee as provided in Section 9.07trustee and the Company who shall be jointly and severally liable therefor.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions provision of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the all Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Master Servicer and the Trustee; the Master Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06Section. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) If the Trustee shall resign or cease to act for any reason, the Company shall have the power to appoint a successor trustee. Under no circumstances shall the Company act as trustee hereunder. (b) The Trustee may resign at any time resign and be discharged from the trust hereby created by giving upon sixty (60) days' prior written notice thereof to the Servicer and mailing Company. In the event a copy trustee, or a successor trustee resigns, it shall be relieved of all further liability hereunder other than to account for all property received while acting as trustee and, if applicable, to turn over such property to a successor trustee. (c) The Company, with the approval of the Executive, may remove the Trustee at any time upon sixty (60) days' prior written notice to all Holders of record. The Trustee the Trustee, and shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument trustee. In the event a trustee is removed it shall be delivered relieved of all further liability hereunder other than to the resigning Trustee and one copy account for all property received while acting as trustee and, if applicable, to the turn over such property to a successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the trustee. (d) The appointment of a successor Trustee. If at trustee by the Company shall be subject to the written consent of the Executive. (e) No successor trustee shall be liable or responsible in any time way for the Trustee shall cease acts or defaults of any predecessor trustee, nor for any loss or expense caused by anything done or neglected to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor done by the Servicerany predecessor trustee, or if at any time the Trustee shall become incapable of acting, or but such successor trustee shall be adjudged a bankrupt liable only for its own acts and defaults with respect to the Trust funds actually received by it as trustee. Every successor trustee shall be vested with all the duties, rights, titles, and powers, whether discretionary or insolventotherwise, or a receiver of the original trustee. No Trustee or successor trustee shall be required to give any bond or other security for the faithful performance 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee duties as provided in Section 9.07such.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (1) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Depositor and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register and each Rating Agency. Upon receiving , not less than 60 days before the date specified in such notice when, subject to Section 8.09, such resignation is to take effect, and (2) acceptance of resignation, appointment by a successor trustee in accordance with Section 8.09 and meeting the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, qualifications set forth in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor TrusteeSection 8.07. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of or resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.07 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Servicer Depositor may remove the Trustee and shall promptly appoint a successor trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to the Trustee so removed Trustee, one copy of which shall be delivered to the Servicer and one copy of which shall be delivered to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of all Classes of Certificates upon failure of the Trustee to perform its obligations hereunder may at any time remove the Trustee and the 108 Depositor shall appoint a successor 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 by the successor Trustee to the Servicer Servicer, one complete set to the Trustee so removed and one complete set to the successor so appointed. Notice of any removal of the Trustee shall be given to each Rating Agency by the Successor Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.09 hereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 5051% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating AgencyMaster Servicer. Upon receiving such notice of resignation, the Master Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.06 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Master Servicer may remove the 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 removed, one copy to the successor. The Holders of Certificates evidencing not less Percentage Interests aggregating more than 50% of the Voting Rights REMIC III Trust Fund may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.159

Resignation and Removal of Trustee. The (a) Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Company and mailing a copy Parkxx, xxich shall be effective thirty (30) days after receipt of such notice to all Holders unless the Company, Parkxx xxx Trustee agree otherwise. (b) Upon resignation of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee, all assets shall subsequently be transferred to the successor Trustee. The transfer shall be completed within 30 days after receipt of notice of resignation, removal or transfer, unless the Company extends the time limit. The Company and Parkxx xxxee that if Stevxx Xxxxxxx xxxll resign as Trustee pursuant or shall no longer be available to serve as Trustee for any reason, then Keitx Xxxxxxxx xxxll be an acceptable successor Trustee to both the Company and Parkxx. Xf Mr. Xxxxxxxx xx not willing or able to serve as successor Trustee, or shall accept such appointment and thereafter resigns or is no longer available to so serve, the Company and Parkxx xxxll mutually agree on an independent third person to serve as successor Trustee. If the parties cannot so agree, the Company may appoint a bank trust department or other party that may be granted corporate trustee powers under state law, as a successor to replace Trustee upon resignation or removal, and shall pay the customary fees of the provisions such successor Trustee in such event. (c) The appointment of this Section 9.06 a successor Trustee shall become be effective upon acceptance of appointment when accepted in writing by the successor Trustee, who shall have all of the rights and powers of the former Trustee, including ownership rights in the Trust assets. The former Trustee as provided in Section 9.07shall if possible execute any instrument necessary or reasonably requested by the Company or the successor Trustee to evidence the transfer.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby its obligations created hereunder by giving written notice thereof to the Servicer other parties hereto and mailing a copy all of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Certificateholders. Upon receiving such notice of resignation, the Servicer Depositor shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee trustee meeting the eligibility requirements of Section 8.06 by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. A copy of such instrument shall be delivered to the other parties hereto and to the Certificateholders by the Depositor. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.06 and shall fail to resign after written request therefor by the Depositor or the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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, or if the Trustee’s continuing to act in such capacity would (as confirmed in writing to the Depositor by any Rating Agency) result in an Adverse Rating Event with respect to any Subclass of Certificates, then the Servicer Depositor may remove the 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 successorsuccessor trustee. A copy of such instrument shall be delivered to the other parties hereto and the Certificateholders by the Depositor. (c) The Holders of Certificates evidencing not less than 50entitled to at least 51% of the Voting Rights may at any time remove the Trustee and appoint a successor 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 Servicer Depositor, one complete set to the Trustee so removed, and one complete set to the successor so appointed. All expenses incurred by the Trustee in connection with its transfer of the Mortgage File to a successor trustee following the removal of the Trustee without cause pursuant to this Section 8.07(c) shall be reimbursed to the removed Trustee within 30 days of demand therefor, such reimbursement to be made by the Certificateholders that terminated the Trustee. A copy of such instrument shall be delivered to the other parties hereto and the Trustee; remaining Certificateholders by the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. so appointed. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.07 shall not become effective upon until acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.08.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (a) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Depositor, the Sellers, the Trust Administrator, the Master Servicer and the Servicer and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register, and to the Rating Agency. Upon receiving Agencies, not less than 60 days before the date specified in such notice of resignationwhen, the Servicer shall use their best efforts subject to promptly appoint a mutually acceptable successor Trustee Section 9.08, such resignation is to take effect, and (b) acceptance 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee in accordance with Section 9.08 meeting the qualifications set forth in Section 9.06. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 liquidationliquidation or if the Trustee breaches any of its obligations or representations hereunder, then the Servicer Depositor may remove the 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 successorsuccessor trustee. The Trustee may also be removed at any time by the Holders of Certificates evidencing not less than 50% of the Voting Rights may at evidenced by the Certificates. Notice of any time remove removal of the Trustee and acceptance of appointment by written instrument or instruments delivered the successor trustee shall be given to the Servicer Rating Agencies by the Depositor. If no successor trustee shall have been so appointed and have accepted appointment within 30 days after the Trustee; giving of such notice of resignation or receipt of a notice of removal, the Servicer shall thereupon use their best efforts to appoint resigning Trustee may, at the Trust Fund’s expense, petition any court of competent jurisdiction for the appointment of a mutually acceptable successor Trustee in accordance with this Section 9.06trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.07 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.08 hereof.

Resignation and Removal of Trustee. The Trustee may resign as to all or any of the subclasses of the Securities at any time resign and be discharged from the trust hereby created without cause by giving at least 90 days’ prior written notice thereof to the Issuer, the Guarantor, the Policy Provider, the Initial Credit Facility Provider, the Administrative Agent, the Cash Manager, the Remarketing Servicers, the Back-Up Remarketing Servicer and mailing a copy of the Holders, such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice be effective only upon acceptance of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor replacement trustee by a Senior Trustee. If at Holders of a majority of the Outstanding Principal Balance of any time subclass of the Trustee shall cease Securities (or, with respect to the Subclass A-1 Securities or any other subclass of Covered Class A Securities, the Policy Provider or, so long as it is entitled to be eligible in accordance with a Controlling Party, the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights Initial Credit Facility Provider) may at any time remove the Trustee as to such subclass without cause by written an instrument or instruments in writing delivered to the Servicer Issuer, the Guarantor, the Guarantor Trustee, the Administrative Agent, the Cash Manager, the Remarketing Servicers, the Back-Up Remarketing Servicer, the Security Trustee, the Senior Trustee and the Trustee being removed, such removal to be effective only upon the acceptance of the appointment by a successor Trustee; . In addition, the Servicer shall thereupon use their best efforts Issuer may remove the Trustee as to appoint any of the subclasses of the Securities if: (i) this Indenture has been qualified under Trust Indenture Act and such Trustee fails to comply with Section 310 of the TIA after written request therefor by the Issuer or the Holder of the related subclass who has been a mutually acceptable bona fide Holder for at least six months, (ii) such Trustee fails to comply with Section 7.02(c) hereof, (iii) such Trustee is adjudged a bankrupt or an insolvent, (iv) a receiver or public officer takes charge of such Trustee or its property or (v) such Trustee becomes incapable of acting, such removal to be effective only upon the acceptance of the appointment by a successor Trustee. References to the Trustee in this Indenture include any successor Trustee as to all or any of the subclasses of the Securities appointed in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Article VII.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions provision of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the all Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Master Servicer and the Trustee; the Master Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06Section. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.this

Resignation and Removal of Trustee. Section 9.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing Company which shall be effective 45 days after delivery unless prior thereto a copy of such notice to all Holders of recordsuccessor trustee shall have been appointed. Pg.13 Section 9.2. The Trustee may be removed by the Company at any time upon 30 days written notice to the Trustee; such notice, however, may be waived by the Trustee. Section 9.3. The appointment of a successor trustee hereunder shall also mail be accomplished by and shall take effect upon the delivery to the resigning or removed Trustee, as the case may be, of written notice of the Company appointing such successor trustee, and an acceptance in writing of the office of successor trustee hereunder executed by the successor so appointed. Any successor trustee may be either a copy corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor trustee so appointed with the same force and effect as if such successor trustee had been originally named herein as the Trustee hereunder. If within 45 days after notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and given under the provisions of this Article a successor trustee shall not have accepted appointment within 30 days after the giving of such notice of resignationbeen appointed, the resigning Trustee or the Company may petition apply to any court of competent jurisdiction for the appointment of a successor Trusteetrustee. Section 9.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor trustee, the resigning or removed Trustee pursuant shall transfer and deliver the Fund to such successor trustee, after reserving such reasonable amount as the Plan Administrator shall authorize to provide for the Trustee's expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the successor Trustee as provided in Section 9.07trustee and the Company who shall be jointly and severally liable therefor.

Resignation and Removal of Trustee. SECTION 7.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing Company which shall be effective 30 days after delivery unless prior thereto a copy of such notice to all Holders of recordsuccessor trustee shall have been appointed. SECTION 7.2. The Trustee may be removed by the Company at any time upon 30 days written notice to the Trustee; such notice, however, may be waived by the Trustee. SECTION 7.3. The appointment of a successor trustee hereunder shall also mail a copy be accomplished by and take effect upon the delivery to the Trustee of such written notice of resignation the Company appointing such successor trustee, and an acceptance in writing of the successor trustee hereunder executed by the successor so appointed. A successor trustee may be either a corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each Rating Agency. Upon receiving successor trustee so appointed with the same force and effect as if such notice of resignation, successor trustee had been originally named herein as the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee hereunder. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignationresignation or removal shall have been given under the provisions of this Article VII a successor trustee shall not have been appointed, the resigning Trustee or Company may petition apply to any court of competent jurisdiction for the appointment of a successor Trusteetrustee. SECTION 7.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor trustee, the Trustee pursuant shall transfer and deliver the Fund to such successor trustee, within 30 days of receipt of written notice of such appointment, and after reserving such reasonable amount as it shall deem necessary to provide for its expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the successor Trustee as provided in Section 9.07trustee and the Company who shall be jointly and severally liable therefor.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (v) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating, then the Servicer may Depositor or any NIMS Insurer shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to each of the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee, one copy each to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07. (e) Upon the resignation or removal of the Trustee pursuant to this Section 6.06, the Trustee shall deliver the amounts held in its possession for the benefit of the Certificateholders to the successor trustee upon the appointment of the successor trustee.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions provision of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the all Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Master Servicer and the Trustee; the Master Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06Section. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (a) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Depositor and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register, and to the Rating Agency. Upon receiving , not less than 60 days before the date specified in such notice of resignationwhen, subject to Section 9.08, such resignation is to take effect, and (b) acceptance by such successor trustee in accordance with Section 9.08 meeting the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, qualifications set forth in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor TrusteeSection 9.06. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer Depositor may remove the 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 successorsuccessor trustee. The Trustee may also be removed at any time by the Holders of Certificates evidencing not less than 50% of the Voting Rights may at evidenced by the Certificates. Notice of any time remove removal of the Trustee and acceptance of appointment by written instrument or instruments delivered the successor trustee shall be given to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06Rating Agency. 120 Any resignation or removal of the Trustee and appointment of a successor Trustee thereto pursuant to any of the provisions of this Section 9.06 9.07 shall become effective upon acceptance of such appointment by the successor Trustee trustee as provided in Section 9.079.08 hereof.

Resignation and Removal of Trustee. The Trustee may be removed by the Company at any time resign and be discharged from the trust hereby created by giving upon written notice thereof to the Servicer and mailing Trustee to that effect; provided, however, that after a copy Change in Control or during the existence of such notice a Change in Control Period the Trustee may not be removed by the Company without the written consent of at least 75% of the Participants as of the date of removal who were Participants as of the day preceding the Change in Control or the commencement of the Change in Control Period (if removal or the Trustee is to all Holders of recordoccur during a Change in Control Period). The Trustee shall also mail a copy may resign as Trustee of such the Trust Fund upon written notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be that effect delivered to the resigning Trustee Company. Such removal or resignation shall become effective as of the last day of the month which coincides with or next follows the expiration of 90 days from the date of the delivery of such written notice, unless an earlier or later date is agreed upon by the Company and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after In the giving event of such notice of removal or resignation, a successor trustee shall be appointed by the resigning Company to become Trustee may petition as of the time such removal or resignation becomes effective; provided, however, that after a Change in Control and during the existence of a Change in Control Period any court appointment of competent jurisdiction a successor trustee must be approved in writing by at least 75% of the Participants as of the date of appointment who were Participants as of the day preceding the Change in Control or the commencement of the Change in Control Period (if the appointment is to occur during the Change in Control Period). No successor trustee appointed hereunder shall be held responsible or liable for the acts or omissions of its predecessor trustee. Upon the appointment of a successor Trusteetrustee, the retiring Trustee shall endorse, transfer, assign, convey and deliver to the successor trustee all of the funds, securities and other property then held by it in the Trust Fund, except such amounts as it may consider necessary to cover its compensation and its expenses in connection with the settlement of its accounts and the delivery of the Trust Fund to the successor trustee. If at The balance remaining of any amount so reserved shall be transferred and paid over to the successor trustee promptly upon settlement of its accounts, subject to the right of the retiring Trustee to retain any property deemed unsuitable by it for transfer until such time as transfer can be made. Nothing herein shall be construed to deny the Trustee shall cease the right to be eligible in accordance with the provisions a settlement of Section 9.05 its accounts either by: (a) a receipt and shall fail to resign after written request therefor release executed by the ServicerCompany or (b) settlement by order of a court of competent jurisdiction. SECTION X AMENDMENT AND TERMINATION 10.1 PRIOR TO A CHANGE IN CONTROL AND OTHER THAN DURING A CHANGE IN CONTROL PERIOD Prior to a Change in Control and other than during a Change in Control Period, or if at any the Company may from time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the Trustee and appoint a successor trustee by written instrumentto time amend, in duplicatewhole or in part, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any all of the provisions of this Section 9.06 Trust Agreement without the consent of any Participant; provided, however, that (a) no amendment shall become effective upon acceptance be made to this Trust Agreement or the Plans that will cause this Trust Agreement, the Plans or the assets of appointment the Trust Fund to be governed by or subject to Part 2, 3 or 4 of Title I of ERISA, (b) no amendment will be made that will cause the successor assets of the Trust Fund to be taxable to Participants prior to the distribution of benefits therefrom and (c) no amendment shall increase the duties or responsibilities of the Trustee, unless the Trustee as provided consents thereto in writing. 10.2 FOLLOWING A CHANGE IN CONTROL OR DURING A CHANGE IN CONTROL PERIOD Following a Change in Control and during the existence of a Change in Control Period, this Trust Agreement may be amended (subject to the restrictions set forth in Section 9.0710.1) only with the prior written consent of 75% of the Participants as of the date of the amendment who were Participants immediately preceding the Change in Control or the Change in Control Period (if the amendment occurs during a Change in Control Period). Upon receipt of a request from the Company for an amendment, the Trustee shall be responsible for attempting to secure such consents in a timely fashion, and unless ordered by a court of competent jurisdiction, shall not reveal to the Company or to any other person any information concerning such consents, except whether the required majority has been achieved.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.-86-

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (1) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Depositor by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register and each Rating Agency. Upon receiving , not less than 60 days before the date specified in such notice when, subject to Section 8.09, such resignation is to take effect, and (2) acceptance of resignation, appointment by a successor trustee in accordance with Section 8.09 and meeting the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, qualifications set forth in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor TrusteeSection 8.07. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of or resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.07 hereof and shall fail to resign after written request therefor thereto by the Servicer, Depositor or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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 Servicer Depositor may remove the Trustee and shall promptly 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 of which shall be delivered to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of all Classes of Certificates may at any time remove the Trustee and the Depositor shall appoint a successor 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 by the successor trustee to the Servicer Trustee so removed and one complete set to the Trustee; successor so appointed. Notice of any removal of the Servicer Trustee shall thereupon use their best efforts be given to appoint a mutually acceptable each Rating Agency by the successor Trustee in accordance with this Section 9.06trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.09 hereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (1) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Depositor and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register and each Rating Agency. Upon receiving , not less than 60 days before the date specified in such notice when, subject to Section 8.09, such resignation is to take effect, and (2) acceptance of resignation, appointment by a successor trustee in accordance with Section 8.09 and meeting the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, qualifications set forth in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor TrusteeSection 8.07. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of or resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.07 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Servicer Depositor may remove the Trustee and the Depositor shall promptly appoint a successor trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to the Trustee so removed Trustee, one copy of which shall be delivered to the Servicer and one copy of which shall be delivered to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of all Classes of Certificates, upon failure of the Trustee to perform its obligations hereunder may at any time remove the Trustee and the Depositor shall appoint a successor 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 by the successor Trustee to the Servicer Servicer, one complete set to the Trustee so removed and one complete set to the successor so appointed. Notice of any removal of the Trustee shall be given to each Rating Agency by the Successor Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.09 hereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (1) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Depositor and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register and each Rating Agency. Upon receiving , not less than 60 days before the date specified in such notice when, subject to Section 8.09, such resignation is to take effect, and (2) acceptance of resignation, appointment by a successor trustee in accordance with Section 8.09 and meeting the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, qualifications set forth in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor TrusteeSection 8.07. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of or resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. 100 If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.07 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Servicer Depositor may remove the Trustee and the Depositor shall promptly appoint a successor trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to the Trustee so removed Trustee, one copy of which shall be delivered to the Servicer and one copy of which shall be delivered to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of all Classes of Certificates, upon failure of the Trustee to perform its obligations hereunder may at any time remove the Trustee and the Depositor shall appoint a successor 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 by the successor Trustee to the Servicer Servicer, one complete set to the Trustee so removed and one complete set to the successor so appointed. Notice of any removal of the Trustee shall be given to each Rating Agency by the Successor Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.09 hereof.

Resignation and Removal of Trustee. The Trustee may resign as to all or any of the subclasses of the Securities at any time resign and be discharged from the trust hereby created without cause by giving at least 90 days’ prior written notice thereof to the Issuer, the Guarantor, the Policy Provider, the Initial Credit Facility Provider, the Administrative Agent, the Cash Manager, the Remarketing Servicers, the Back-Up Remarketing Servicer and mailing a copy of the Holders, such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice be effective only upon acceptance of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor replacement trustee by a Senior Trustee. If at Holders of a majority of the Outstanding Principal Balance of any time subclass of the Trustee shall cease Securities (or, with respect to the Subclass A-1 Securities or any other subclass of Covered Class A Securities, the Policy Provider or, so long as it is entitled to be eligible in accordance with a Controlling Party, the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights Initial Credit Facility Provider) may at any time remove the Trustee as to such subclass without cause by written an instrument or instruments in writing delivered to the Servicer Issuer, the Guarantor, the Guarantor Trustee, the Administrative Agent, the Cash Manager, the Remarketing Servicers, the Back-Up Remarketing Servicer, the Security Trustee, the Senior Trustee and the Trustee being removed, such removal to be effective only upon the acceptance of the appointment by a successor Trustee; . In addition, the Servicer shall thereupon use their best efforts Issuer may remove the Trustee as to appoint any of the subclasses of the Securities if: (i) this Indenture has been qualified under Trust Indenture Act and such Trustee fails to comply with Section 310 of the TIA after written request therefor by the Issuer or the Holder of the related subclass who has been a mutually acceptable bona fide Holder for at least six months, (ii) such Trustee fails to comply with Section 7.02(c) hereof, (iii) such Trustee is adjudged a bankrupt or an insolvent, (iv) a receiver or public officer takes charge of such Trustee or its property or (v) such Trustee becomes incapable of acting, such removal to be effective only upon the acceptance of the appointment by a successor Trustee. References to the Trustee in this Indenture include any successor Trustee as to all or any of the subclasses of the Securities appointed in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Article VII.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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 either of their property or affairs for the purpose of rehabilitation, conservation or liquidation, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or (v) the Depositor desires to replace the Trustee with a successor Trustee, which successor is willing to sign the Form 10-K Certification, then the Depositor, the Master Servicer may or any NIMS Insurer shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee, one copy each to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. Section 8.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of Employer which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee. If no effective 30 days after delivery unless prior thereto a successor Trustee shall have been appointed. Section 8.2. The Trustee may be removed by the Employer at any time upon 30 days written notice to the Trustee; such notice, however, may be waived by the Trustee. Section 8.3. The appointment of a successor Trustee hereunder shall be accomplished by and shall take effect upon the delivery to the resigning or removed Trustee, as the case may be, of written notice of the Employer appointing such successor Trustee, and an acceptance in writing of the office of successor Trustee hereunder executed by the successor so appointed. Any successor Trustee may be either a corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor Trustee so appointed with the same force and shall have accepted appointment effect as if such successor Trustee had been originally named herein as the Trustee hereunder. If within 30 days after the giving of such notice of resignationresignation shall have been given under the provisions of this article a successor Trustee shall not have been appointed, the resigning Trustee or the Employer may petition apply to any court of competent jurisdiction for the appointment of a successor Trustee. Section 8.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee, the resigning or removed Trustee pursuant shall transfer and deliver the Fund to such successor Trustee, after reserving such reasonable amount as it shall deem necessary to provide for its expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the successor Trustee as provided in Section 9.07and the Employer who shall be jointly and severally liable therefor.

Resignation and Removal of Trustee. The Trustee may be removed by the Company at any time resign and be discharged from the trust hereby created by giving upon written notice thereof to the Servicer and mailing Trustee to that effect; provided, however, that after a copy Change in Control or during the existence of such notice a Change in Control Period the Trustee may not be removed by the Company without the written consent of at least 75% of the Participants as of the date of removal who were Participants as of the day preceding the Change in Control or the commencement of the Change in Control Period (if removal or the Trustee is to all Holders of recordoccur during a Change in Control Period). The Trustee shall also mail a copy may resign as Trustee of such the Trust Fund upon written notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be that effect delivered to the resigning Trustee Company. Such removal or resignation shall become effective as of the last day of the month which coincides with or next follows the expiration of 90 days from the date of the delivery of such written notice, unless an earlier or later date is agreed upon by the Company and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after In the giving event of such notice of removal or resignation, a successor trustee shall be appointed by the resigning Company to become Trustee may petition as of the time such removal or resignation becomes effective; provided, however, that after a Change in Control and during the existence of a Change in Control Period any court appointment of competent jurisdiction a successor trustee must be approved in writing by at least 75% of the Participants as of the date of appointment who were Participants as of the day preceding the Change in Control or the commencement of the Change in Control Period (if the appointment is to occur during the Change in Control Period). No successor trustee appointed hereunder shall be held responsible or liable for the acts or omissions of its predecessor trustee. Upon the appointment of a successor Trusteetrustee, the retiring Trustee shall endorse, transfer, assign, convey and deliver to the successor trustee all of the funds, securities and other property then held by it in the Trust Fund, except such amounts as it may consider necessary to cover its compensation and its expenses in connection with the settlement of its accounts and the delivery of the Trust Fund to the successor trustee. If at The balance remaining of any amount so reserved shall be transferred and paid over to the successor trustee promptly upon settlement of its accounts, subject to the right of the retiring Trustee to retain any property deemed unsuitable by it for transfer until such time as transfer can be made. Nothing herein shall be construed to deny the Trustee shall cease the right to be eligible in accordance with the provisions a settlement of Section 9.05 its accounts either by: (a) a receipt and shall fail to resign after written request therefor release executed by the Servicer, Company or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the Trustee and appoint a successor trustee (b) settlement by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment order of a successor Trustee pursuant to any court of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07competent jurisdiction.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (1) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to the Depositor and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register and each Rating Agency. Upon receiving , not less than 60 days before the date specified in such notice when, subject to Section 8.09, such resignation is to take effect, and (2) acceptance of resignation, appointment by a successor trustee in accordance with Section 8.09 and meeting the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, qualifications set forth in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor TrusteeSection 8.07. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of or resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. 100 If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.07 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a as 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, or (iii)(A) a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located, (B) the imposition of such tax would be avoided by the appointment of a different trustee and (C) the Trustee fails to indemnify the Trust Fund against such tax, then the Servicer Depositor may remove the Trustee and shall promptly appoint a successor trustee by written instrument, in duplicatetriplicate, one copy of which instrument shall be delivered to the Trustee so removed Trustee, one copy of which shall be delivered to the Servicer and one copy of which shall be delivered to the successorsuccessor trustee. The Holders of Certificates evidencing not less than 50at least 51% of the Voting Rights of all Classes of Certificates upon failure of the Trustee to perform its obligations hereunder may at any time remove the Trustee and the Depositor shall appoint a successor 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 by the successor Trustee to the Servicer Servicer, one complete set to the Trustee so removed and one complete set to the successor so appointed. Notice of any removal of the Trustee shall be given to each Rating Agency by the Successor Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.08 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.09 hereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust trusts hereby created by (a) giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each the Depositor, the Sellers, the Trust Administrator, the Master Servicer and the Servicers and by mailing notice of resignation by first class mail, postage prepaid, to the Certificateholders at their addresses appearing on the Certificate Register, and to the Rating Agency. Upon receiving Agencies, not less than 60 days before the date specified in such notice of resignationwhen, the Servicer shall use their best efforts subject to promptly appoint a mutually acceptable successor Trustee Section 9.08, such resignation is to take effect, and (b) acceptance 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee in accordance with Section 9.08 meeting the qualifications set forth in Section 9.06. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.06 hereof and shall fail to resign after written request therefor thereto by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 liquidationliquidation or if the Trustee breaches any of its obligations or representations hereunder, then the Servicer Depositor may remove the 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 successorsuccessor trustee. The Trustee may also be removed at any time by the Holders of Certificates evidencing not less than 50% of the Voting Rights may at evidenced by the Certificates. Notice of any time remove removal of the Trustee and acceptance of appointment by written instrument or instruments delivered the successor trustee shall be given to the Servicer Rating Agencies by the Depositor. If no successor trustee shall have been so appointed and have accepted appointment within 30 days after the Trustee; giving of such notice of resignation or receipt of a notice of removal, the Servicer shall thereupon use their best efforts to appoint resigning Trustee may, at the Trust Fund’s expense, petition any court of competent jurisdiction for the appointment of a mutually acceptable successor Trustee in accordance with this Section 9.06trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 9.07 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.08 hereof.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Servicer, the NIMS Insurer and the Depositor and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer Depositor shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee Trustee, and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer Depositor may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer Depositor and the Trustee; the Servicer Depositor shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust trusts hereby created by giving written notice thereof to the Depositor, the Master Servicer, the Special Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating AgencyCertificateholders at their respective addresses set forth in the Certificate Register. Upon receiving such notice of resignation, the Master Servicer shall use their best efforts to promptly appoint a mutually successor trustee meeting the requirements in Section 8.06 and acceptable successor Trustee to the Depositor by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. A copy of such instrument shall be delivered to the Depositor, the Special Servicer and the Certificateholders by the Master Servicer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.06 and shall fail to resign after written request therefor by the Depositor or the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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, or if the Trustee or Paying Agent (if different than the Trustee) shall fail (other than by reason of the failure of either the Master Servicer or the Special Servicer to timely perform its obligations hereunder or as a result of other circumstances beyond the Trustee's reasonable control), to timely deliver any report to be delivered by the Trustee pursuant to Section 4.02 and such failure shall continue unremedied for a period of five days, or if the Trustee or Paying Agent (if different from the Trustee) fails to make distributions required pursuant to Section 3.05(b), 4.01 or 9.01, then the Servicer Depositor may remove the Trustee and appoint a successor trustee trustee, if necessary, acceptable to the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successorsuccessor trustee. A copy of such instrument shall be delivered to the Master Servicer, the Special Servicer and the Certificateholders by the Depositor. (c) The Holders of Certificates evidencing not less than 50entitled to at least 51% of the Voting Rights may at any time remove the Trustee and appoint a successor trustee, if necessary, 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 Master Servicer, one complete set to the Trustee so removed and one complete set to the successor trustee so appointed. A copy of such instrument shall be delivered to the Depositor, the Special Servicer and the Trustee; remaining Certificateholders by the Servicer shall thereupon use their best efforts successor so appointed. In the event that the Trustee is terminated or removed pursuant to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. 8.07, all of its rights and obligations under this Agreement and in and to the Mortgage Loans shall be terminated, other than any rights or obligations that accrued prior to the date of such termination or removal (including the right to receive all fees, expenses and other amounts (including, without limitation, P&I Advances and accrued interest thereon) accrued or owing to it under this Agreement, with respect to periods prior to the date of such termination or removal and no termination without cause shall be effective until the payment of such amounts to the Trustee). (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.07 shall not become effective upon until acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.08.

Resignation and Removal of Trustee. 10.12.1 The Trustee may resign at any time resign and be discharged from the trust hereby created by giving upon at least 30 days' written notice thereof to the Servicer and mailing a copy of such Employer. 10.12.2 The Employer may remove the Trustee upon at least 30 days' written notice to all Holders the Trustee. 10.12.3 Upon resignation or removal of record. The Trustee the Trustee, the Employer shall also mail appoint a copy of such notice of resignation to each Rating Agencysuccessor trustee. Upon receiving such notice failure of resignationthe Employer to appoint, or the failure of the effectiveness of the appointment by the Employer of, a successor trustee by the effective date of the resignation or removal, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition apply to any court of competent jurisdiction for the appointment of a successor. Promptly after receipt by the Trustee of notice of the effectiveness of the appointment of the successor Trustee. If at any time trustee: (a) the Trustee shall cease deliver to the successor trustee such records as may be eligible in accordance with reasonably requested to enable the provisions successor trustee to properly administer the Trust Fund and all property of Section 9.05 and shall fail the Trust after deducting therefrom such amounts as the Trustee deems necessary to resign after written request therefor provide for expenses, taxes, compensation or other amounts due to or by the Servicer, or if at any time Trustee not paid by the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered Employer prior to the delivery; and (b) except if the second Trustee so is removed and one copy to or resigns, the successor. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint Plan will no longer be considered a mutually acceptable successor Trustee in accordance with this Section 9.06. Any prototype plan. 10.12.4 Upon resignation or removal of the Trustee, the Trustee shall have the right to a settlement of its account, which settlement shall be made, at the Trustee's option, either by an agreement of settlement between the Trustee and appointment the Employer or by a judicial settlement in an action instituted by the Trustee. The Employer shall bear the cost of a successor any such judicial settlement, including reasonable attorneys fees. 10.12.5 The Trustee pursuant shall not be obligated to any transfer Trust assets until the Trustee is provided assurance by the Employer satisfactory to the Trustee that all fees and expenses reasonably anticipated will be paid. 10.12.6 Upon settlement of the provisions account and transfer of this Section 9.06 shall become effective upon acceptance of appointment by the Trust Fund to the successor trustee, all rights and privileges under the Trust Agreement shall vest in the successor trustee and all responsibility and liability of the Trustee with respect to the Trust and assets thereof shall, except as provided in Section 9.07otherwise required by XXXXX, terminate subject only to the requirement that the Trustee execute all necessary documents to transfer the Trust assets to the successor trustee.

Resignation and Removal of Trustee. Section 7.1. The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing Company which shall be effective 60 days after delivery unless prior thereto a copy of such notice to all Holders of recordsuccessor trustee shall have been appointed. Section 7.2. The Trustee may be removed by the Company at any time upon 60 days written notice to the Trustee; such notice, however, may be waived by the Trustee. Section 7.3. The appointment of a successor trustee hereunder shall also mail be accomplished by and take effect upon the delivery to the Trustee of written notice of the Company appointing such successor trustee, and an acceptance in writing of the successor trustee hereunder executed by the successor so appointed. A successor trustee may be either a copy corporation authorized and empowered to exercise trust powers or one or more individuals. All of the provisions set forth herein with respect to the Trustee shall relate to each successor trustee so appointed with the same force and effect as if such successor trustee had been originally named herein as the trustee hereunder. If within 60 days after notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor 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 or removal shall have been so appointed and given under the provisions of this Article VII, a successor trustee shall not have accepted appointment within 30 days after the giving of such notice of resignationbeen appointed, the resigning Trustee or Company may petition apply to any court of competent jurisdiction for the appointment of a successor Trusteetrustee. Section 7.4. If at any time Upon the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor trustee, the Trustee pursuant shall transfer and deliver the Fund to such successor trustee, after reserving such reasonable amount as it shall deem necessary to provide for its expenses in the settlement of its account, the amount of any of compensation due to it and any sums chargeable against the provisions of this Section 9.06 Fund for which it may be liable. If the sums so reserved are not sufficient for such purposes, the resigning or removed Trustee shall become effective upon acceptance of appointment by be entitled to reimbursement for any deficiency from the successor Trustee as provided in Section 9.07trustee and the Company who shall be jointly and severally liable therefor.

Resignation and Removal of Trustee. (a) The Trustee may resign at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy Company, which shall be effective forty-five (45) days after receipt of such notice to all Holders of record. unless the Company and the Trustee agree otherwise. (b) The Trustee shall also mail a copy of such may be removed by the Company upon thirty (30) days notice of resignation to each Rating Agency. Upon receiving such or upon shorter notice of resignationaccepted by the Trustee; provided, however, that the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Company may not remove the 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time following a Change in Control (as defined in the Trustee shall cease to be eligible in accordance with Severance Agreement) without the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver consent 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any Executive. (c) Upon resignation or removal of the Trustee and appointment of a successor Trustee, all assets shall subsequently be transferred to the successor Trustee. The transfer shall be completed within sixty (60) days after receipt of notice of resignation, removal or transfer, unless the Company extends the time limit, provided that the Trustee pursuant is provided assurance by the Company satisfactory to any the Trustee that all fees and expenses reasonably anticipated will be paid. (d) If the Trustee resigns or is removed, a successor shall be appointed, in accordance with Section 12 hereof, by the effective date of the provisions resignation or removal under paragraph (a) or (b) of this Section 9.06 section. If no such appointment has been made, the Trustee may apply to a court of competent jurisdiction for appointment of a successor or for instructions. All expenses of the Trustee in connection with the proceeding shall become effective upon acceptance he allowed as administrative expenses of appointment by the Trust. (e) Upon settlement of the account and transfer of the Trust assets to the successor Trustee, all rights and privileges under the Trust Agreement shall vest in the successor Trustee as provided in Section 9.07and all responsibility and liability of the Trustee with respect to the Trust and assets thereof shall terminate subject only to the requirement that the Trustee execute all necessary documents to transfer the Trust assets to the successor Trustee.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating, or (v) the Trustee shall fail to provide the information required pursuant to Section 6.01(k) or (l) or Section 9.25 hereof, then the Depositor, any NIMS Insurer or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney in fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor and the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating, or (v) the Trustee shall fail to provide the information required pursuant to Section 6.01(l) or (m) or Section 9.25 hereof, then the Depositor, any NIMS Insurer or the Master Servicer may shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney in fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor and the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon (i) the payment of all unpaid amounts owed to the Trustee and (ii) the acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Servicers, the NIMS Insurer and the Depositor and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer Depositor shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee Trustee, and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Servicer Depositor may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer Depositor and the Trustee; the Servicer Depositor shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Depositor, the Servicer, the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Securities Administrator. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and Trustee, one copy to the successor Trusteetrustee and one copy each to the Servicer, the Master Servicer and the Securities Administrator. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such 108 notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 9.5 and shall fail to resign after written request therefor by the ServicerDepositor, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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, (iii) the Trustee shall fail to observe or perform in any material respect any of the covenants or agreements of the Trustee contained in this Agreement or (iv) the continued use of the Trustee would result in a downgrading, withdrawal or qualification of the rating by any Rating Agency of any Class of Offered Certificates with a rating, then the Servicer may Depositor shall remove the Trustee and the Depositor shall appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and Trustee, one copy to the successor. successor trustee and one copy each to the Servicer, the Master Servicer and the Securities Administrator. (c) The Holders of Certificates evidencing not less than 50% a Majority in Interest of the Voting Rights Certificates may at any time upon 30 days written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized, one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy each to the Servicer, the Master Servicer and the Trustee; the Servicer Securities Administrator. The Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Servicer, the Master Servicer and the Securities Administrator. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.079.7.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee, acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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 either of their property or affairs for the purpose of rehabilitation, conservation or liquidation, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or (v) the Depositor desires to replace the Trustee with a successor Trustee, which successor is willing to sign the Form 10-K Certification, then the Depositor, the Master Servicer may or any NIMS Insurer shall remove the Trustee Trustee, and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney in fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy each to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions provision of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the all Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Master Servicer and the Trustee; the Master Servicer shall thereupon use their its best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Section.

Resignation and Removal of Trustee. Section 9.1 The Trustee may resign at any time resign and by written notice to the Employer, effective sixty (60) days after delivery, unless prior thereto a successor trustee shall be discharged appointed. Section 9.2 The Trustee may be removed by the Employer upon sixty (60) days written notice to the Trustee. Such notice may be waived by the Trustee. Section 9.3 The appointment of a successor trustee shall take effect upon the delivery to the Trustee of written notice from the trust hereby created by giving written notice thereof to Employer of the Servicer and mailing a copy appointment of such notice to all Holders of record. The Trustee shall also mail a copy successor trustee, and of such successor's acceptance in writing of such appointment. Any successor trustee may be either a corporation authorized and empowered to exercise trust powers or one or more individuals. If within thirty (30) days after notice of resignation to each Rating Agency. Upon receiving such notice of resignationis given a successor trustee has not been appointed, the Servicer shall use their best efforts Trustee or the Employer may apply to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time trustee. Section 9.4 Upon the appointment of a successor, the Trustee shall cease transfer title to the assets of the Fund to such successor trustee, after reserving title to assets with a value equal to the amount necessary to provide for its settlement of expenses, the amount of any compensation due and any other valid charges against the Fund. If the value of the assets so reserved are not sufficient for such purposes, Trustee shall be eligible in accordance with entitled to reimbursement for any deficiency from the provisions of successor trustee and the Employer, who shall be jointly and severally liable therefor. Section 9.05 9.5 The Employer further agrees to indemnify and shall fail to resign after written request therefor by hold harmless the ServicerTrustee for any losses, costs, damages, or if at expenses, including reasonable attorneys’ fees and expenses, which it may incur or pay out by reason of any time (alleged or actual) action or inaction on the Trustee shall become incapable part of acting, any predecessor or shall be adjudged a bankrupt or insolvent, or a receiver successor trustee 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Trust.

Resignation and Removal of Trustee. The Trustee may at ------------ ---------------------------------- any time resign and be discharged from the trust trusts hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating AgencyMaster Servicer. Upon receiving such notice of resignation, the Master Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 8.06 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Master Servicer may remove the 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 removed, one copy to the successor. The Holders of Certificates evidencing not less Percentage Interests aggregating more than 50% of the Voting Rights REMIC III Trust Fund may at any time remove the Trustee and appoint a successor 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 Servicer Master Servicer, one complete set to the Trustee so removed and one complete set to the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06so appointed. Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 8.07 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.078.08. Any expenses associated with the resignation of the Trustee shall be borne by the Trustee, and any expenses associated with the removal of the Trustee shall be borne by the Master Servicer.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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 either of their property or affairs for the purpose of rehabilitation, conservation or liquidation, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located as a result of any act or omission of the Trustee which is not in compliance with the terms of this Agreement, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or (v) the Depositor desires to replace the Trustee with a successor Trustee, which successor is willing to sign the Form 10-K Certification, then the Depositor, the Master Servicer may or any NIMS Insurer shall remove the Trustee and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor trustee and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee, one copy each to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. (a) The Trustee Trustee, or any trustee or trustees hereafter appointed, may at any time resign and be discharged from the trust hereby created as Trustee with respect to any series of Securities by giving written notice of resignation to the Company and by giving notice thereof to the Servicer and mailing a copy Holders of the Securities of such notice series in the manner and to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe extent provided in TIA Section 313(c). Upon receiving such notice of resignation, the Servicer Company shall use their best efforts to promptly appoint a mutually acceptable successor Trustee trustee by written instrument, in duplicate, executed by order of the Board of Directors, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee. If no successor Trustee trustee with respect to the Securities of such series shall have been so appointed and shall have accepted appointment within 30 days after the giving mailing of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trusteetrustee, or any Holder who has been a bona fide Holder of a Security or Securities of the affected series for at least six months may, subject to the provisions of Section 6.08, on behalf of himself and all others similarly situated, petition any such court for the appointment of a successor trustee with respect to the Securities of such series. If Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, appoint a successor trustee with respect to the Securities of such series. (b) In case at any time any of the following shall occur: (1) been a bona fide Holder of a Security or Securities of the affected series for at least six months, or (2) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 7.09 and shall fail to resign after written request therefor by the ServicerCompany or by any such Holder, or if at any time or (3) the Trustee shall become incapable of acting, or shall be adjudged a 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 then, in any such case, the Servicer Company may remove the Trustee with respect to all Securities of any affected series and appoint a successor trustee thereof by written instrument, in duplicate, executed by order of the Board of Directors, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successorsuccessor trustee, or, subject to the provisions of Section 6.08, any Holder who has been a bona fide Holder of a Security or Securities of such series for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor trustee thereof. Such court may thereupon, after such notice, if any, as it may deem proper and prescribe, remove the Trustee and appoint a successor trustee with respect to the Securities of such series. (c) The Holders of Certificates evidencing not less than 50% a majority in aggregate principal amount at Stated Maturity of the Voting Rights Securities of any series at the time outstanding may at any time remove the Trustee by written instrument or instruments delivered with respect to the Servicer Securities of such series and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor trustee therefor by the delivery to the Trustee so removed, to the successor trustee and to the Company of the evidence provided for in accordance with this Section 9.06. 8.01 of the action in that regard taken by such Holders. (d) Any resignation or removal of the Trustee and any appointment of a successor Trustee trustee for the Securities of any series pursuant to any of the provisions of this Section 9.06 7.10 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.077.11.

Resignation and Removal of Trustee. Section 9.1 The Trustee may resign at any time resign and by written notice to the Employer, effective thirty (30) days after delivery, unless prior thereto a successor trustee shall be discharged appointed. Section 9.2 The Trustee may be removed by the Employer upon thirty (30) days written notice to the Trustee. Such notice may be waived by the Trustee. Section 9.3 The appointment of a successor trustee shall take effect upon the delivery to the Trustee of written notice from the trust hereby created by giving written notice thereof to Employer of the Servicer and mailing a copy appointment of such notice to all Holders of record. The Trustee shall also mail a copy successor trustee, and of such successor's acceptance in writing of such appointment. Any successor trustee may be either a corporation authorized and empowered to exercise trust powers or one or more individuals. If within thirty (30) days after notice of resignation to each Rating Agency. Upon receiving such notice of resignationis given a successor trustee has not been appointed, the Servicer shall use their best efforts Trustee or the Employer may apply to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time trustee. Section 9.4 Upon the appointment of a successor, the Trustee shall cease transfer title to the assets of the Fund to such successor trustee, after reserving title to assets with a value equal to the amount necessary to provide for its settlement of expenses, the amount of any compensation due and any other valid charges against the Fund. If the value of the assets so reserved are not sufficient for such purposes, Trustee shall be eligible in accordance with entitled to reimbursement for any deficiency from the provisions of successor trustee and the Employer, who shall be jointly and severally liable therefor. Section 9.05 9.5 The Employer further agrees to indemnify and shall fail to resign after written request therefor by hold harmless the ServicerTrustee for any losses, costs, damages, or if at expenses, including reasonable attorneys’ fees and expenses, which it may incur or pay out by reason of any time (alleged or actual) action or inaction on the Trustee shall become incapable part of acting, any predecessor or shall be adjudged a bankrupt or insolvent, or a receiver successor trustee 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 Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07Trust.

Resignation and Removal of Trustee. (a) The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer Depositor, any NIMS Insurer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agencythe Master Servicer. Upon receiving such notice of resignation, the Servicer shall use their best efforts to Depositor will promptly appoint a mutually successor trustee, acceptable successor Trustee to any NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trusteetrustee and one copy to each of the Master Servicer and any NIMS Insurer. If no successor Trustee trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. trustee. (b) If at any time (i) the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 6.05 and shall fail to resign after written request therefor by the ServicerDepositor or any NIMS Insurer, or if at any time (ii) the Trustee shall become incapable of acting, or shall be adjudged a 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 either of their property or affairs for the purpose of rehabilitation, conservation or liquidation, (iii) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, (iv) the continued use of the Trustee would result in a downgrading of the rating by any Rating Agency of any Class of Certificates with a rating or (v) the Depositor desires to replace the Trustee with a successor Trustee, which successor is willing to sign the Form 10-K Certification, then the Depositor, the Master Servicer may or any NIMS Insurer shall remove the Trustee Trustee, and the Depositor shall appoint a successor trustee acceptable to any NIMS Insurer and the Master Servicer by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed removed, one copy each to the successor and one copy to the successor. Master Servicer and any NIMS Insurer. (c) The Holders of Certificates evidencing not less more than 50% of the Voting Rights Class Principal Amount (or Percentage Interest) of each Class of Certificates (or any NIMS Insurer in the event of failure of the Trustee to perform its obligations hereunder) may at any time upon 30 days’ written notice to the Trustee and to the Depositor remove the Trustee by such written instrument, signed by such Holders or their attorney-in-fact duly authorized (or by any NIMS Insurer), one copy of which instrument or instruments shall be delivered to the Depositor, one copy to the Trustee and one copy each to the Master Servicer and the Trusteeany NIMS Insurer; the Servicer Depositor shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee trustee in accordance with this Section 9.06. mutually acceptable to the Depositor, the Master Servicer and any NIMS Insurer. (d) Any resignation or removal of the Trustee and appointment of a successor Trustee trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee trustee as provided in Section 9.076.07.

Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Master Servicer shall use their its best efforts to promptly appoint a mutually acceptable successor 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 shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a 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 Master Servicer may remove the 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. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07.