Common use of SUCCESSOR GRANTOR TRUSTEE, SUCCESSOR PAYING AGENT AND SUCCESSOR CERTIFICATE REGISTRAR Clause in Contracts

SUCCESSOR GRANTOR TRUSTEE, SUCCESSOR PAYING AGENT AND SUCCESSOR CERTIFICATE REGISTRAR. (a) Any successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar appointed as provided in Section 7.08 shall execute, acknowledge and deliver to the Depositor and to its predecessor Grantor Trustee, predecessor Paying Agent or predecessor Certificate Registrar, as the case may be, an instrument accepting such appointment hereunder. The resignation or removal of the predecessor Grantor Trustee, predecessor Paying Agent or predecessor Certificate Registrar, as the case may be, shall then become effective and such successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar, as the case may be, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Grantor Trustee, Paying Agent or Certificate Registrar (as the case may be) herein. The predecessor Grantor Trustee, predecessor Paying Agent or predecessor Certificate Registrar, as the case may be, shall, after its receipt of payment of its outstanding fees and expenses, promptly deliver to the successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar, as the case may be, all assets and records of the Trust held by it hereunder, and the Depositor and the predecessor Grantor Trustee, predecessor Paying Agent or predecessor Certificate Registrar, as the case may be, shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar, as the case may be, all such rights, powers, duties and obligations. (b) No successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar shall accept appointment as provided in this Section 7.09 unless at the time of such acceptance such successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar shall be eligible under the provisions of Section 7.06. (c) Upon acceptance of appointment by a successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar as provided in this Section 7.09, the successor Grantor Trustee, successor Paying Agent or successor Certificate Registrar (as the case may be) shall mail notice of the succession of such Grantor Trustee, successor Paying Agent or successor Certificate Registrar hereunder to all Certificateholders at their addresses as shown in the Certificate Register and to the Rating Agencies.