Common use of Resignation or Removal of the Administrator Clause in Contracts

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 shall not become effective until acceptance of appointment by the successor Administrator. If the Administrator is removed pursuant to this Section 8.19, it shall be reimbursed any outstanding and unpaid fees and expenses. Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator resigns or is removed as Securities Administrator hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency and any NIMS Insurer. Any Person appointed as successor Securities Administrator pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. 161 GCFP (or the Certificate Insurer or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Certificate Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.19, it shall be reimbursed any outstanding and unpaid fees and expenses. Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator resigns or is removed as Securities Administrator hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee Master Servicer, the Securities Administrator and each Rating Agency. Upon receiving such notice of resignation of the Administrator, the GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicateduplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Securities Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Securities Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 8.20 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Certificate Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.198.20, it shall be reimbursed any outstanding and unpaid fees and expenses. 146 Notwithstanding anything to the contrary contained herein, in the event that either the Master Servicer or the Securities Administrator resigns or is removed as Master Servicer or Securities Administrator hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. 120 The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 8.20 shall not become effective until acceptance of appointment by the successor Administrator. If the Administrator is removed pursuant to this Section 8.198.20, it shall be reimbursed any outstanding and unpaid fees and expenses. Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator Trustee resigns or is removed as Securities Administrator Trustee hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency and any NIMS Insurer. Any Person appointed as successor Securities Administrator Trustee pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or the Certificate Insurer or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 8.20 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Financial Guaranty Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.198.20, it shall be reimbursed any outstanding and unpaid fees and expenses. 131 Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator Trustee resigns or is removed as Securities Administrator Trustee hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator Trustee pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 8.20 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Certificate Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.198.20, it shall be reimbursed any outstanding and unpaid fees and expenses. Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator Trustee resigns or is removed as Securities Administrator Trustee hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator Trustee pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or the Certificate Insurer or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Certificate Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.19, it shall be reimbursed any outstanding and unpaid fees and expenses. 164 Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator resigns or is removed as Securities Administrator hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or the Certificate Insurer or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Certificate Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.19, it shall be reimbursed any outstanding and unpaid fees and expenses. Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator resigns or is removed as Securities Administrator hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.

Resignation or Removal of the Administrator. The Administrator may at any time resign and be discharged from its duties and obligations under the Yield Maintenance Allocation Agreement by giving written notice thereof to the Depositor, the Certificate Insurer, the Seller, GCFP, any NIMS Insurer, the Trustee and each Rating Agency. Upon receiving such notice of resignation of the Administrator, GCFP shall promptly appoint a successor Administrator that is acceptable to any NIMS Insurer by written instrument, in triplicate, one copy of which instrument shall be delivered to each of (i) the resigning Administrator, (ii) the successor Administrator and (iii) any NIMS Insurer. If no successor Administrator shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Administrator may petition any court of competent jurisdiction for the appointment of a successor Administrator. GCFP (or the Certificate Insurer or any NIMS Insurer in the event of failure of the Administrator to perform its obligations hereunder) may at any time remove the Administrator by written instrument or instruments delivered to GCFP, the Depositor, the Administrator and the Trustee; GCFP shall thereupon use its best efforts to appoint a successor Administrator acceptable to the NIMS Insurer, in accordance with this Section. Any resignation or removal of the Administrator and appointment of a successor Administrator, pursuant to any of the provisions of this Section 8.19 8.20 shall not become effective until acceptance of appointment by the successor Administrator. As long as the Financial Guaranty Insurance Policy is in effect, the Administrator will send a written notice to the Certificate Insurer of any such resignation, removal or appointment. If the Administrator is removed pursuant to this Section 8.198.20, it shall be reimbursed any outstanding and unpaid fees and expenses. Notwithstanding anything to the contrary contained herein, in the event that the Securities Administrator Trustee resigns or is removed as Securities Administrator Trustee hereunder, the Administrator shall have the right to resign immediately as Administrator by giving written notice to GCFP, the Depositor and the Trustee, with a copy to each Rating Agency Agency, the Certificate Insurer and any NIMS Insurer. Any Person appointed as successor Securities Administrator Trustee pursuant to Section 8.07 shall also be required to serve as successor Administrator under the Yield Maintenance Agreement and the Yield Maintenance Allocation Agreement.