Common use of Successor Credit Enhancement Clause in Contracts

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement 47 as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of 45 56 the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit 49 Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit EnhancementEhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.or

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.Upon

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the 44 55 rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of 56 the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.

Successor Credit Enhancement. (i) If the Credit Enhancement is not Funded Credit Enhancement and if, at any time, the provider of such Credit Enhancement ceases to be a Qualified Credit Enhancement Provider, the Master Servicer shall obtain a successor Credit Enhancement within 30 days or such longer period as will not result in the lowering or withdrawal of the rating of any Class of any Series then outstanding by the Rating Agencies (a) which, if such successor Credit Enhancement is not to be Funded Credit Enhancement, will be issued by a Qualified Credit Enhancement Provider and (b) with respect to which the representations set forth in Section 11(a) will be satisfied; provided, however, that the Master Servicer shall not be required to continue efforts to obtain a successor Credit Enhancement if the then existing Credit Enhancement Provider again becomes a Qualified Credit Enhancement Provider and remains such; and, provided, further, that unless otherwise agreed to by the Rating Agencies, the Credit Enhancement and Credit Enhancement Agreement will not be terminated and no successor Credit Enhancement Provider shall be selected if the successor Credit Enhancement, the successor Credit Enhancement Agreement, or the selection of such successor Credit Enhancement Provider would cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either Rating Agency from the respective ratings of such Investor Certificates immediately prior to such selection. The Master Servicer, the Trustee and the Sellers shall promptly enter into any such successor Credit Enhancement Agreement, and the Master Servicer shall use its best efforts to secure the signature of any other required party to such agreement. (ii) Regardless of whether the Credit Enhancement is Funded Credit Enhancement, the Master Servicer may elect, at any time, to obtain a successor Credit Enhancement, provided that such successor Credit Enhancement does not cause the ratings of the Investor Certificates of the Series established hereby to be withdrawn or lowered by either of the Rating Agencies from the respective ratings of such Investor Certificates immediately prior to such election. (iii) In any case, subject to the foregoing, any successor Credit Enhancement obtained by the Master Servicer need not consist of the same type of Credit Enhancement as the Initial Credit Enhancement, but may consist of a different type of facility, including, but not limited to, a reserve account, a cash collateral account, an irrevocable standby letter of credit, a surety bond or a combination of any of the above. Upon issuance of, or other provision for, any such successor Credit Enhancement, the Trustee shall terminate the prior Credit Enhancement and Credit Enhancement Agreement.