Common use of Rights Upon Servicer Default Clause in Contracts

Rights Upon Servicer Default. In each and every case, so long as the Servicer Default shall not have been remedied, either the Indenture Trustee, or the holders of Notes evidencing not less than 25% of the Outstanding Amount of the Notes, by notice then given in writing to the Servicer (and to the Indenture Trustee and the Eligible Lender Trustee if given by the Noteholders) may terminate all the rights and obligations (other than the rights and obligations set forth in Section 19 hereof) of the Servicer under this Agreement. Only the Indenture Trustee or the Noteholders, and not the Eligible Lender Trustee, will have the ability to remove the Servicer if a Servicer Default occurs while the Notes are Outstanding. As of the effective date of termination of the Servicer, all authority and power of the Servicer under this Agreement, whether with respect to the Notes or the Financed Student Loans or otherwise, shall, without further action, pass to and be vested in the Indenture Trustee or such successor servicer as may be appointed, and all files shall be disposed of pursuant to the procedures proscribed by Section 14 hereof. The successor servicer will succeed to all the responsibilities, duties and liabilities of the Servicer under this Agreement and will be entitled to similar compensation arrangements. The Servicer shall cooperate with the successor servicer, the Indenture Trustee and the Eligible Lender Trustee in effecting the termination of the responsibilities and rights of the Servicer under this Agreement, including the transfer to the successor servicer for administration by it of all cash amounts that shall at the time be held by the Servicer for deposit, or shall thereafter be received by it with respect to a Financed Student Loan. All reasonable costs and expenses (including attorneys' fees) incurred in connection with transferring the Financed Student Loan files to the successor servicer and amending this Agreement and any other Basic Documents to reflect such succession of servicer pursuant to this Section 11 shall be paid by the Servicer (other than the Indenture Trustee acting as the servicer under this Section 11) upon presentation of reasonable documentation of such costs and expenses. Upon receipt of notice of the occurrence of a Servicer Default, the Issuer shall give notice thereof to the Rating Agencies. If the Indenture Trustee is unwilling or unable to act, it may appoint, or petition a court for the appointment of, a successor whose regular business includes the servicing of student loans. If, however, a bankruptcy trustee or similar official has been appointed for the Servicer, and no Servicer Default other than that appointment has occurred, the trustee may have the power to prevent the Indenture Trustee or the Noteholders from effecting the transfer.

Rights Upon Servicer Default. In each and every case, so long as the Servicer Default shall not have been remedied, either the Indenture Trustee, or the holders of Notes evidencing not less than 25% of the Outstanding Amount of the Notes, by notice then given in writing to the Servicer (and to the Indenture Trustee and the Eligible Lender Trustee Issuer if given by the Noteholders) may terminate all the rights and obligations (other than the rights and obligations set forth in Section 19 hereof) of the Servicer under this Agreement. Only the Indenture Trustee or the Noteholders, and not the Eligible Lender TrusteeIssuer, will have the ability to remove the Servicer if a Servicer Default occurs while the Notes are Outstanding. As of the effective date of termination of the Servicer, all authority and power of the Servicer under this Agreement, whether with respect to the Notes or the Financed Student Loans or otherwise, shall, without further action, pass to and be vested in the Indenture Trustee or such successor servicer as may be appointed, and all files shall be disposed of pursuant to the procedures proscribed prescribed by Section 14 hereof. The successor servicer will succeed to all the responsibilities, responsibilities and duties and liabilities of the Servicer under this Agreement and will be entitled to similar compensation arrangements. The Servicer shall cooperate with the successor servicer, the Indenture Trustee and the Eligible Lender Trustee Issuer in effecting the termination of the responsibilities and rights of the Servicer under this Agreement, including the transfer to the successor servicer for administration by it of all cash amounts that shall at the time be held by the Servicer for deposit, or shall thereafter be received by it with respect to a Financed Student Loan. All reasonable costs and expenses (including attorneys' fees) incurred in connection with transferring the Financed Student Loan files to the successor servicer and amending this Agreement and any other Basic Documents to reflect such succession of servicer pursuant to this Section 11 shall be paid by the Servicer (other than the Indenture Trustee acting as the servicer under this Section 11) upon presentation of reasonable documentation of such costs and expenses. Upon receipt of notice of the occurrence of a Servicer Default, the Issuer shall give notice thereof to the Rating Agencies. If the Indenture Trustee is unwilling or unable to act, it may appoint, or petition a court for the appointment of, a successor whose regular business includes the servicing of student loansStudent Loans; provided, however, the Indenture Trustee shall continue to act as Servicer until a successor has been so appointed. If, however, a bankruptcy trustee or similar official has been appointed for the Servicer, and no Servicer Default other than that appointment has occurred, the trustee may have the power to prevent the Indenture Trustee or the Noteholders from effecting the transfer.

Rights Upon Servicer Default. In each and every case, so long as the Servicer Default shall has not have been remedied, either the Indenture Trustee, or the holders of Notes evidencing not less than 25% of the Outstanding Amount aggregate principal balance of the NotesNotes Outstanding, by notice then given in writing to the Servicer (and to the Indenture Trustee and the Eligible Lender Trustee if given by the Noteholders) may terminate all the rights and obligations (other than the rights and obligations set forth in Section 19 Sections 3.1 and 3.2 hereof) of the Servicer under this Agreement. Only the Indenture Trustee or the Noteholders, and not the Eligible Lender Trustee, will have the ability to remove the Servicer if a Servicer Default occurs while the Notes are Outstanding. As of the effective date of termination of the Servicer, all authority and power of the Servicer under this Agreement, whether with respect to the Notes or the Financed Student Loans or otherwise, shall, without further action, pass to and be vested in the Indenture Trustee or such successor servicer as may be appointed, and all files shall be disposed of pursuant to the procedures proscribed by transferred and processed as provided in Section 14 3.2 hereof. The successor servicer will succeed to all the responsibilities, duties and liabilities of the Servicer under this Agreement and will be entitled to similar compensation arrangements. Notwithstanding the provisions of this Agreement, in the event the Indenture Trustee is unable to engage a successor servicer for the Financed Student Loans for the fees that are payable to the Servicer under this Agreement, then the Indenture Trustee, with the consent of the Administrator (which consent shall not be unreasonably withheld or delayed), may increase the fees payable to such successor servicer under this Agreement provided that a Rating Confirmation has been received with respect thereto. The Servicer shall cooperate with the successor servicer, the Indenture Trustee and the Eligible Lender Trustee in effecting the termination of the responsibilities and rights of the Servicer under this Agreement, including the transfer to the successor servicer for administration by it of all cash amounts that shall at the time be held by the Servicer for depositpursuant to this Agreement, or shall thereafter be received by it with respect to a Financed Student Loan. All reasonable costs and expenses (including attorneys' ’ fees) incurred in connection with transferring the Financed Student Loan files to the successor servicer and amending this Agreement and any other Basic Documents to reflect such succession of servicer pursuant to this Section 11 2.8 shall be paid by the Servicer (other than in connection with the Indenture Trustee acting as the servicer under this Section 112.8) upon presentation of reasonable documentation of such costs and expenses. Upon receipt of notice of the occurrence of a Servicer Default, the Issuer shall give notice thereof to the Rating Agencies. If the Indenture Trustee is unwilling or unable to act, it may appoint, or petition a court for the appointment of, a successor whose regular business includes the servicing of student loans. If, however, a bankruptcy trustee or similar official has been appointed for the Servicer, and no Servicer Default other than that appointment has occurred, the trustee may have the power to prevent the Indenture Trustee or the Noteholders from effecting the transfer.

Rights Upon Servicer Default. In each and every case, so long as the Servicer Default shall has not have been remedied, either the Indenture Trustee, or the holders of Notes evidencing not less than 25% of the Outstanding Amount aggregate principal balance of the NotesNotes Outstanding, by notice then given in writing to the Servicer (and to the Indenture Trustee and the Eligible Lender Trustee if given by the Noteholders) may terminate all the rights and obligations (other than the rights and obligations set forth in Section 19 Sections 3.1 and 3.2 hereof) of the Servicer under this Agreement. Only the Indenture Trustee or the Noteholders, and not the Eligible Lender Trustee, will have the ability to remove the Servicer if a Servicer Default occurs while the Notes are Outstanding. As of the effective date of termination of the Servicer, all authority and power of the Servicer under this Agreement, whether with respect to the Notes or the Financed Student Loans or otherwise, shall, without further action, pass to and be vested in the Indenture Trustee or such successor servicer as may be appointed, and all files shall be disposed of pursuant to the procedures proscribed by transferred and processed as provided in Section 14 3.2 hereof. The successor servicer will succeed to all the responsibilities, duties and liabilities of the Servicer under this Agreement and will be entitled to similar compensation arrangements. Notwithstanding the provisions of this Agreement, in the event the Indenture Trustee is unable to engage a successor servicer for the Financed Student Loans for the fees that are payable to the Servicer under this Agreement, then the Indenture Trustee, with the consent of the Administrator (which consent shall not be unreasonably withheld or delayed), may increase the fees payable to such successor servicer under this Agreement provided that a Rating Confirmation has been received with respect thereto. The Servicer shall cooperate with the successor servicer, the Indenture Trustee and the Eligible Lender Trustee in effecting the termination of the responsibilities and rights of the Servicer under this Agreement, including the transfer to the successor servicer for administration by it of all cash amounts that shall at the time be held by the Servicer for depositpursuant to this Agreement, or shall thereafter be received by it with respect to a Financed Student Loan. All reasonable costs and expenses (including attorneys' fees) incurred in connection with transferring the Financed Student Loan files to the successor servicer and amending this Agreement and any other Basic Documents to reflect such succession of servicer pursuant to this Section 11 2.8 shall be paid by the Servicer (other than in connection with the Indenture Trustee acting as the servicer under this Section 112.8) upon presentation of reasonable documentation of such costs and expenses. Upon receipt of notice of the occurrence of a Servicer Default, the Issuer shall give notice thereof to the Rating Agencies. If the Indenture Trustee is unwilling or unable to act, it may appoint, or petition a court for the appointment of, a successor whose regular business includes the servicing of student loans. If, however, a bankruptcy trustee or similar official has been appointed for the Servicer, and no Servicer Default other than that appointment has occurred, the trustee may have the power to prevent the Indenture Trustee or the Noteholders from effecting the transfer.