Common use of Resignation or Removal of Trustee or Securities Administrator Clause in Contracts

Resignation or Removal of Trustee or Securities Administrator. The Trustee and the Securities Administrator may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to each other party to this Agreement and each Rating Agency. Upon receiving such notice of resignation, the Seller shall promptly appoint a successor trustee or a successor securities administrator, as applicable, (approved in writing by the Servicer and the Master Servicer, so long as such approval shall not unreasonably be withheld) by written instrument, in duplicate, copies of which instrument shall be delivered to the resigning Trustee or resigning Securities Administrator and the successor trustee or successor securities administrator, as applicable; provided, however, that any such successor trustee or successor securities administrator shall be subject to the prior written approval of the Servicer and the Master Servicer. If no successor shall have been so appointed and have accepted appointment within thirty (30) days after the giving of such notice of resignation, the resigning Trustee or resigning Securities Administrator may petition any court of competent jurisdiction for the appointment of a successor. If at any time the Trustee or the Securities Administrator shall cease to be eligible in accordance with the provisions of Section 9.06 and shall fail to resign after written request therefor by the Seller or the Depositor or if at any time the Trustee or the Securities Administrator shall be legally unable to act, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or of the Securities Administrator or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of the Securities Administrator or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Seller, the Depositor, the Master Servicer or the Servicer may remove the Trustee or the Securities Administrator, as applicable. If the Seller, the Depositor, the Master Servicer or the Servicer removes the Trustee or the Securities Administrator under the authority of the immediately preceding sentence, the Seller shall promptly appoint a successor by written instrument, in duplicate, copies of which instrument shall be delivered to the party so removed and to its successor. The Holders of Certificates evidencing Voting Rights aggregating over 50% of all Voting Rights may at any time remove the Trustee or the Securities Administrator by written instrument or instruments delivered to the Servicer, the Seller, the Depositor, the Master Servicer, the Securities Administrator and the Trustee; and the Seller shall thereupon use its best efforts to appoint a successor trustee or successor securities administrator, as applicable, in accordance with this Section 9.07. Any resignation or removal of the Trustee or the Securities Administrator and appointment of a successor pursuant to any of the provisions of this Section 9.07 shall not become effective until acceptance of appointment by such successor as provided in Section 9.08.

Resignation or Removal of Trustee or Securities Administrator. The Trustee and or the Securities Administrator may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to each the other party parties to this Agreement and each Rating AgencyAgreement. Upon receiving such notice of resignation, the Seller Depositor shall promptly appoint a successor trustee Trustee or a successor securities administrator, as applicable, (approved in writing by the Servicer and the Master Servicer, so long as such approval shall not unreasonably be withheld) Securities Administrator by written instrument, in duplicate, copies one copy of which instrument shall be delivered to the resigning Trustee or resigning Securities Administrator and the successor trustee or successor securities administratorAdministrator, as applicable; provided, however, that any such successor trustee or successor securities administrator shall be subject and one copy to the prior written approval of successor Trustee or Securities Administrator, as the Servicer and the Master Servicercase may be. If no successor Trustee or Securities Administrator, as applicable, shall have been so appointed and have having accepted appointment within thirty (30) 30 days after the giving of such notice of resignation, the resigning Trustee or resigning Securities Administrator Administrator, as applicable, may petition any court of competent jurisdiction for the appointment of a successorsuccessor Trustee or Securities Administrator, as the case may be. If at any time the Trustee or the Securities Administrator shall cease to be eligible in accordance with the provisions of Section 9.06 8.06 and shall fail to resign after written request therefor by the Seller or the Depositor Depositor, or if at any time the Trustee or the Securities Administrator shall be legally unable to actbecome incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or of the Securities Administrator or of its their respective property shall be appointed, or any public officer shall take charge or control of the Trustee or of the Securities Administrator or of its their respective property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Seller, the Depositor, the Master Servicer or the Servicer Depositor may remove the Trustee or the Securities Administrator, as applicable. If the Sellercase may be, the Depositor, the Master Servicer or the Servicer removes the Trustee or the Securities Administrator under the authority of the immediately preceding sentence, the Seller shall promptly and appoint a successor Trustee or Securities Administrator, as applicable, by written instrument, in duplicate, copies one copy of which instrument shall be delivered to the party Trustee or Securities Administrator so removed and one copy to its successorthe successor Trustee or Securities Administrator, as applicable. The Holders of Certificates evidencing Voting Rights aggregating over 50% of all Voting Rights Majority Certificateholders may at any time remove the Trustee or the Securities Administrator Administrator, as the case may be, by written instrument or instruments delivered to the Servicer, other parties to this Agreement; the Seller, the Depositor, the Master Servicer, the Securities Administrator and the Trustee; and the Seller Depositor shall thereupon use its best efforts to appoint a successor trustee Trustee or successor securities administratorSecurities Administrator, as applicablethe case may be, in accordance with this Section 9.07Section. Any resignation or removal of the Trustee or the Securities Administrator and appointment of a successor Trustee or Securities Administrator, as applicable, pursuant to any of the provisions of this Section 9.07 8.07 shall not become effective until upon acceptance of appointment by such the successor Trustee or Securities Administrator, as the case may be, as provided in Section 9.088.08. If the Securities Administrator and the Master Servicer are the same Person, then upon any resignation or termination of the Securities Administrator hereunder, the Master Servicer shall resign or be terminated as master servicer hereunder and replaced as provided in Section 7.05.

Resignation or Removal of Trustee or Securities Administrator. The Trustee and or the Securities Administrator may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to each the other party parties to this Agreement and each Rating AgencyAgreement. Upon receiving such notice of resignation, the Seller Depositor shall promptly appoint a successor trustee Trustee or a successor securities administrator, as applicable, (approved in writing by the Servicer and the Master Servicer, so long as such approval shall not unreasonably be withheld) Securities Administrator by written instrument, in duplicate, copies one copy of which instrument shall be delivered to the resigning Trustee or resigning Securities Administrator and the successor trustee or successor securities administratorAdministrator, as applicable; provided, however, that any such successor trustee or successor securities administrator shall be subject and one copy to the prior written approval of successor Trustee or Securities Administrator, as the Servicer and the Master Servicercase may be. If no successor Trustee or Securities Administrator, as applicable, shall have been so appointed and have having accepted appointment within thirty (30) 30 days after the giving of such notice of resignation, the resigning Trustee or resigning Securities Administrator Administrator, as applicable, may petition any court of competent jurisdiction for the appointment of a successorsuccessor Trustee or Securities Administrator, as the case may be. If at any time the Trustee or the Securities Administrator shall cease to be eligible in accordance with the provisions of Section 9.06 8.06 and shall fail to resign after written request therefor by the Seller or the Depositor Depositor, or if at any time the Trustee or the Securities Administrator shall be legally unable to actbecome incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or of the Securities Administrator or of its their respective property shall be appointed, or any public officer shall take charge or control of the Trustee or of the Securities Administrator or of its their respective property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Seller, the Depositor, the Master Servicer or the Servicer Depositor may remove the Trustee or the Securities Administrator, as applicable. If the Sellercase may be, the Depositor, the Master Servicer or the Servicer removes the Trustee or the Securities Administrator under the authority of the immediately preceding sentence, the Seller shall promptly and appoint a successor Trustee or Securities Administrator, as applicable, by written instrument, in duplicate, copies one copy of which instrument shall be delivered to the party Trustee or Securities Administrator so removed and one copy to its successorthe successor Trustee or Securities Administrator, as applicable. The Holders of Certificates evidencing Voting Rights aggregating over 50% of all Voting Rights Majority Certificateholders may at any time remove the Trustee or the Securities Administrator Administrator, as the case may be, by written instrument or instruments delivered to the Servicer, other parties to this Agreement; the Seller, the Depositor, the Master Servicer, the Securities Administrator and the Trustee; and the Seller Depositor shall thereupon use its reasonable best efforts to appoint a successor trustee Trustee or successor securities administratorSecurities Administrator, as applicable, in accordance with this Section 9.07the case may be. Any resignation or removal of the Trustee or the Securities Administrator and appointment of a successor Trustee or Securities Administrator, as applicable, pursuant to any of the provisions of this Section 9.07 8.07 shall not become effective until upon acceptance of appointment by such the successor Trustee or Securities Administrator, as the case may be, as provided in Section 9.088.08. If the Securities Administrator and the Master Servicer are the same Person, then upon any resignation or termination of the Securities Administrator hereunder, the Master Servicer shall resign or be terminated as master servicer hereunder and replaced substantially in the manner set forth in Section 7.05.