Common use of Servicer Not to Resign Clause in Contracts

Servicer Not to Resign. Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 55 contracts

Samples: Servicing Agreement (Ally Auto Receivables Trust 2022-1), Servicing Agreement (Ally Auto Receivables Trust 2022-1), Servicing Agreement

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Servicer Not to Resign. Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement and the Pooling and Servicing Agreement as Servicer except upon determination that the performance of its duties under this Agreement or under the Pooling and Servicing Agreement, as the case may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 52 contracts

Samples: Trust Sale and Servicing Agreement, Trust Sale and Servicing Agreement, Trust Sale and Servicing Agreement (Capital Auto Receivables Asset Trust 2016-3)

Servicer Not to Resign. Subject to the provisions of Section 7.027.3, the Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon a determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Owner Trustee and the Owner Indenture Trustee. If, at No such resignation shall become effective until the time of resignation, Indenture Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have (i) assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.2 and (ii) become the Administrator under the Administration Agreement pursuant to Section 8 thereof.

Appears in 30 contracts

Samples: Sales Contracts (Mmca Auto Receivables Trust), Sale and Servicing Agreement (Mmca Auto Receivables Trust), Sale and Servicing Agreement (Mmca Auto Owner Trust 2001-1)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the obligations and duties hereby imposed on it except by this Agreement as mutual consent of the Servicer except and the Owner or upon the determination that the performance of its duties under this Agreement may be, is hereunder are no longer permissible under applicable lawlaw and such incapacity cannot be cured by the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee Owner which Opinion of Counsel shall be in form and substance acceptable to the Owner TrusteeOwner. If, at the time of resignation, No such resignation shall become effective until a successor Servicer has not accepted appointment as shall have assumed the Servicer, the Indenture Trustee shall assume the 's responsibilities and obligations of hereunder in the Servicer manner provided in accordance with Section 7.0211.01.

Appears in 23 contracts

Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2006-1), Pooling and Servicing Agreement (Bear Stearns ARM Trust 2007-4), Servicing Agreement (Prime Mortgage Trust 2007-1)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the obligations and duties hereby imposed on it except by this Agreement as mutual consent of the Servicer except and the Owner or upon the determination that the performance of its Servicer's duties under this Agreement may be, is hereunder are no longer permissible under applicable lawApplicable Requirements and such incapacity cannot be cured by the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner TrusteeOwner. If, at the time of resignation, No such resignation shall become effective until a successor Servicer which satisfies the requirements set forth in Section 9.1 has not accepted appointment as assumed the Servicer, the Indenture Trustee shall assume the 's responsibilities and obligations of the Servicer hereunder in accordance with Section 7.02such Section.

Appears in 22 contracts

Samples: Servicing Agreement (GSR Mortgage Loan Trust 2006-7f), Servicing Agreement (GSR Mortgage Loan Trust 2007-4f), Servicing Agreement (GSR Mortgage Loan Trust 2006-3f)

Servicer Not to Resign. (a) Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 16 contracts

Samples: Servicing Agreement (Ally Auto Assets LLC), Servicing Agreement (Ally Auto Assets LLC), Servicing Agreement (Ally Auto Receivables Trust 2017-2)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable law, compliance with which could not be realized without material adverse impact on the Servicer's financial condition. Any No such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to become effective until the Indenture Trustee and the Owner Trustee. If, at the time of resignation, or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.03 hereof.

Appears in 16 contracts

Samples: Pooling and Servicing Agreement (NCT Funding Co LLC), Pooling and Servicing Agreement (NCT Funding Co LLC), Pooling and Servicing Agreement (NCT Funding Co LLC)

Servicer Not to Resign. Subject to the provisions of Except as provided in Section 7.027.07, the Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer except upon a determination that the performance of its any such duties under this Agreement may be, is hereunder are no longer permissible under applicable lawlaw and such impermissibility cannot be cured. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Independent Counsel addressed to the Trustee to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation by the time of resignation, Servicer shall become effective until the Trustee or a successor to the Servicer has not accepted appointment as Servicer, reasonably satisfactory to the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.02 hereof. The Trustee shall notify the Rating Agencies upon notice of the resignation of the Servicer.

Appears in 16 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar2), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar4), Pooling and Servicing Agreement (GreenPoint MFT 2006-Ar2)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by this Agreement as mutual consent of the Servicer except and the Owner or upon the determination that the performance of its duties under this Agreement may be, is hereunder are no longer permissible under applicable lawlaw and such incapacity cannot be cured by the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee Owner which Opinion of Counsel shall be in form and substance acceptable to the Owner TrusteeOwner. If, at the time of resignation, No such resignation shall become effective until a successor Servicer has not accepted appointment as shall have assumed the Servicer, the Indenture Trustee shall assume the ’s responsibilities and obligations of hereunder in the Servicer manner provided in accordance with Section 7.0212.01.

Appears in 11 contracts

Samples: Reconstituted Servicing Agreement (HarborView 2007-3), Servicing Agreement (HarborView 2007-4), Servicing Agreement (HarborView 2007-6)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable lawlaw or otherwise with the consent of the Owner Trustee, the Indenture Trustee and the Insurer. Any such determination described above permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, No such resignation shall become effective until the Indenture Trustee or a successor servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0214.02.

Appears in 10 contracts

Samples: Trust and Servicing Agreement (Uacsc 2000-a Owner Trust Auto Rec Backed Notes), Trust and Servicing Agreement (Uacsc Auto Trusts Uacsc 2000-B Owner Trust Auto Rec Bac Note), Trust and Servicing Agreement (Uacsc 2001-C Owner Trust)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer Xxxxxxxx has not accepted appointment as Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 10 contracts

Samples: Servicing Agreement (Ally Auto Receivables Trust 2024-2), Servicing Agreement (Ally Auto Receivables Trust 2024-2), Servicing Agreement (Ally Auto Receivables Trust 2024-1)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Indenture Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 9 contracts

Samples: Servicing Agreement (Navistar Financial Corp), Servicing Agreement (Navistar Financial Corp), Servicing Agreement (Navistar Financial Corp)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement or the Titling Trust Servicing Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, or the Titling Trust Servicing Agreement is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Indenture Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 8 contracts

Samples: Servicing Agreement (Navistar Financial 2005-a Owner Trust), Servicing Agreement (Navistar Financial Retail Rec Corp Navistar Fin 04 a Own Tr), Servicing Agreement (Navistar Financial 2004-B Owner Trust)

Servicer Not to Resign. Subject to the provisions of Except as provided in Section 7.027.07, the Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer except upon a determination that the performance of its any such duties under this Agreement may be, is hereunder are no longer permissible under applicable lawlaw and such impermissibility cannot be cured. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Independent Counsel addressed to the Trustee to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation by the time of resignation, Servicer shall become effective until the Trustee or a successor to the Servicer has not accepted appointment as Servicer, reasonably satisfactory to the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.02. The Trustee shall notify the Rating Agencies upon notice of the resignation of the Servicer.

Appears in 7 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar5), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar1), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar5)

Servicer Not to Resign. Subject to the provisions of Section 7.028.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to each Trustee. No such resignation shall become effective until the Indenture Trustee and the Owner Trustee. If, at the time of resignation, or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.02.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Navistar Financial Retail Receivables Corporation), Pooling and Servicing Agreement (Navistar Financial Retail Receivables Corporation), Pooling and Servicing Agreement (Navistar Financial Retail Receivables Corporation)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable lawlaw or otherwise with the consent of the Trustee and the Insurer. Any such determination described above permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0214.02.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Uacsc 1999 a Auto Trust), Pooling and Servicing Agreement (Uacsc 1998-B Auto Trust), Pooling and Servicing Agreement (Uacsc 1998-D Auto Trust)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable lawlaw or otherwise with the consent of the Trustee and the Surety Bond Issuer. Any such determination described above permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0214.02.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Uacsc 1997-C Auto Trust), Pooling and Servicing Agreement (Uacsc 1997-D Auto Trust), Pooling and Servicing Agreement (Uacsc 1996-D Auto Trust)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon a determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel (which counsel shall be outside counsel to the Servicer) to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the outgoing Servicer in accordance with Section 7.029.2.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (First Security Bank Na), Pooling and Servicing Agreement (First Security Bank Na), Pooling and Servicing Agreement (First Security Auto Grantor Trust 1997-A)

Servicer Not to Resign. Subject to the provisions of ---------------------- Section 7.028.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to each Trustee. No such resignation shall become effective until the Indenture Trustee and the Owner Trustee. If, at the time of resignation, or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.02.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Navistar Financial Retail Receivables Corporation), Pooling and Servicing Agreement (Navistar Financial Retail Receivables Corporation), Pooling and Servicing Agreement (Navistar Financial Retail Receivables Corporation)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable lawlaw or otherwise with the consent of the Trustee and the Insurer. Any such determination described above permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0214.02. Notwithstanding anything contained herein to the contrary, if the Trustee shall be the Servicer, it may resign as Servicer if it resigns or is removed as Trustee hereunder.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bay View Securitization Corp), Pooling and Servicing Agreement (Bay View Securitization Corp)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable lawlaw or otherwise with the consent of the Owner Trustee, the Indenture Trustee and the Insurer. Any such determination described above permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Owner Trustee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0214.02.

Appears in 2 contracts

Samples: Trust and Servicing Agreement (Bay View Securitization Corp), Trust and Servicing Agreement (Uacsc Auto Trusts)

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Servicer Not to Resign. (a). Subject to the provisions of Section 7.02, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with Section 7.02.

Appears in 2 contracts

Samples: Servicing Agreement (Ally Auto Receivables Trust 2016-1), Servicing Agreement (Ally Auto Receivables Trust 2016-1)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the obligations and duties imposed on upon it by this Agreement as Servicer hereunder except upon determination that the performance of its such obligations and duties under this Agreement may be, is hereunder are no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer under this Section 7.04 shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee Trustee. The Servicer shall give notice of any proposed resignation to the Trustee, the Certificateholders and the Owner TrusteeRating Agencies. If, at No such resignation by the time of resignation, Servicer shall become effective until the Trustee or a successor Servicer has not accepted appointment as servicer shall have assumed the Servicer, the Indenture Trustee shall assume the 's responsibilities and obligations of the Servicer in accordance with Section 7.028.02 hereof.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Credit Suisse First Boston Mor Pass THR Cert Ser 2000-9)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer except upon determination that (a) the performance of its duties hereunder has become impermissible under this Agreement may beapplicable law, and (b) there is no longer reasonable action which the Servicer could take to make the performance of its duties hereunder permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced as to clause (a) above by an Opinion opinion of Counsel counsel to such effect delivered to the Indenture Trustee and the Owner TrusteeAgent. If, at the time of resignation, No such resignation shall become effective until a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0211.02.

Appears in 1 contract

Samples: Receivables Loan and Security Agreement (Volt Information Sciences, Inc.)

Servicer Not to Resign. Subject to the provisions of Section 7.027.2, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement and the Pooling and Servicing Agreement as Servicer except upon determination that the performance of its duties under this Agreement or under the Pooling and Servicing Agreement, as the case may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer an eligible entity has not accepted appointment as successor Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with and the provisions of Section 7.028.2 shall apply.

Appears in 1 contract

Samples: Trust Sale and Servicing Agreement (Superior Wholesale Inventory Financing Trust 2007-Ae-1)

Servicer Not to Resign. Subject to the provisions of Section 7.029.02 hereof, the Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer except upon consent of the Certificate Insurer or determination that the performance of its duties under this Agreement may be, hereunder is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and to the Owner TrusteeRating Agencies. If, at the time of resignation, No such resignation shall become effective until a successor Servicer has not accepted appointment as Servicer, acceptable to the Indenture Trustee Certificate Insurer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0211.02 hereof.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (First Sierra Receivables Ii Inc)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is shall no longer be permissible under applicable lawlaw or otherwise with the consent of the Owner Trustee, the Indenture Trustee and the Insurer. Any such determination described above permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, No such resignation shall become effective until the Indenture Trustee or a successor servicer shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.0213.02.

Appears in 1 contract

Samples: Trust and Servicing Agreement (United Fidelity Finance LLC)

Servicer Not to Resign. Subject to the provisions of Section 7.02Sections 7.02 and 7.05, the Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer without the consent of the Trustee, except upon a determination that the performance of its duties under this Agreement may be, hereunder is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No resignation by the time of resignation, Servicer shall become effective until a successor Servicer has not accepted appointment servicer (which may be the Trustee upon its agreement in writing to act as Servicer, the Indenture Trustee a successor servicer) shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.02.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Resource America Inc)

Servicer Not to Resign. Subject to the provisions of Section 7.0217.03, the Servicer shall not resign from the obligations and duties imposed on it by this the Agreement as Servicer except upon determination that the performance of its duties under this the Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. If, at No such resignation shall become effective until the time of resignation, Trustee or a successor Successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.02.18.03. 57 ARTICLE EIGHTEEN EVENTS OF DEFAULT

Appears in 1 contract

Samples: Standard Terms and Conditions Agreement (Pooled Auto Securities Shelf LLC)

Servicer Not to Resign. Subject to the provisions of Section 7.025.02 hereof, the Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer except upon consent of the Majority Holders or a determination that the performance of its duties under this Agreement may be, hereunder is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee Trustee, the Noteholders and the Owner TrusteeRating Agencies. If, at the time of resignation, No such resignation shall become effective until a successor Servicer has not accepted appointment as Servicer, reasonably acceptable to the Indenture Trustee Majority Holders shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.026.02 hereof.

Appears in 1 contract

Samples: Servicing Agreement (HPSC Inc)

Servicer Not to Resign. Subject to the provisions of Section 7.027.2, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement and the Pooling and Servicing Agreement as Servicer except upon determination that the performance of its duties under this Agreement or under the Pooling and Servicing Agreement, as the case may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Owner Trustee. [If, at the time of resignation, a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume the responsibilities and obligations of the Servicer in accordance with and the provisions of Section 7.028.2 shall apply.]

Appears in 1 contract

Samples: Trust Sale and Servicing Agreement (Wholesale Auto Receivables Corp)

Servicer Not to Resign. Subject to the provisions of Section 7.029.2, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion opinion of Counsel counsel to such effect delivered to the Indenture Trustee and Agent. No such resignation shall become effective until the Owner Trustee. IfAgent, at the time of resignation, its designee or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume have assumed the responsibilities and obligations of the Servicer in accordance with Section 7.028.15.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Navistar Financial Retail Receivables Corporation)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the obligations and duties hereby imposed on it by this Agreement as Servicer except upon the determination that the performance of its duties under this Agreement may be, is hereunder are no longer permissible under applicable lawlaw and such incapacity cannot be cured by the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee Owner or its designee which Opinion of Counsel shall be in form and substance acceptable to the Owner. No such resignation shall become effective until the Owner Trustee. If, at or its designee shall have assumed the time of resignation, a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee shall assume the ’s responsibilities and obligations of the Servicer in accordance with Section 7.02hereunder.

Appears in 1 contract

Samples: Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar1)

Servicer Not to Resign. Subject to the provisions of Section 7.02, the The Servicer shall not resign from the its obligations and duties imposed on it by under this Agreement as Servicer except upon a determination that the performance of its duties under this Agreement may be, is no longer permissible under applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel (which counsel shall be outside counsel to the Servicer) to such effect delivered to each Trustee. No such resignation shall become effective until the Indenture Trustee and the Owner Trustee. If, at the time of resignation, or a successor Servicer has not accepted appointment as Servicer, the Indenture Trustee servicer shall assume have assumed the responsibilities and obligations of the outgoing Servicer in accordance with Section 7.028.2.

Appears in 1 contract

Samples: Sale and Servicing Agreement (First Security Bank Na)

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