Common use of Successor Notice Clause in Contracts

Successor Notice. In the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction of the Required Purchasers or the Administrative Agents acting jointly, the Collateral Agent shall, by notice to Sprint Spectrum and Sellers, immediately designate a successor Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointly; it being understood and agreed that, in any event, any Administrative Agent may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum agrees that it shall terminate its activities as the Servicer hereunder in a manner that the Administrative Agents reasonably believe will facilitate the transition of the performance of such activities to the successor Servicer, and successor Servicer shall assume each and all of Sprint Spectrum’s obligations to service and administer the Pool Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum shall use commercially reasonable efforts to assist such successor Servicer in assuming such obligations. The Collateral Agent shall not give, and the Administrative Agents and the Purchasers shall not instruct the Collateral Agent to give, Sprint Spectrum a Successor Notice except after the occurrence of any Event of Termination or Non-Reinvestment Event that remains continuing.

Successor Notice. In the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction of the Required Purchasers Lenders or the Administrative Agents acting jointlyAgent, the Collateral Agent shall, by notice to Sprint Spectrum ADT and Sellersthe Borrower, immediately designate a successor Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointlyAgent with the written consent of the Required Lenders (which consent shall not be unreasonably withheld, conditioned or delayed); it being understood and agreed that, in any event, any the Administrative Agent Agent, with the written consent of the Required Lenders (which consent shall not be unreasonably withheld, conditioned or delayed), may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum ADT agrees that it shall terminate its activities as the Servicer hereunder in a manner that the Administrative Agents reasonably believe Agent determines will facilitate the transition of the performance of such activities to the successor Servicer, and such successor Servicer shall assume each and all of Sprint SpectrumADT’s rights and obligations to service and administer the Pool Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum ADT shall use commercially reasonable efforts do all things necessary or appropriate to assist such successor Servicer in assuming such obligations. The Collateral Agent shall not give, and the Administrative Agents Agent and the Purchasers Lenders shall not instruct the Collateral Agent to give, Sprint Spectrum ADT a Successor Notice except after the occurrence of any Event of Termination or Non-Reinvestment Event that remains continuing.

Successor Notice. In the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction of the Required Purchasers or the Administrative Agents acting jointlyAgent (at the direction of the Required Purchasers), the Collateral Agent shall, by notice to Sprint Spectrum and Sellers, immediately designate a successor Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointlyAgent with the written consent of the Required Purchasers (which consent shall not be unreasonably withheld, conditioned or delayed); it being understood and agreed that, in any event, any the Administrative Agent Agent, with the written consent of the Required Purchasers (which consent shall not be unreasonably withheld, conditioned or delayed), may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum agrees that it shall terminate its activities as the Servicer hereunder in a manner that the Administrative Agents Agent reasonably believe will facilitate the transition of the performance of such activities to the successor Servicer, and successor Servicer shall assume each and all of Sprint Spectrum’s obligations to service and administer the Pool Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum shall use commercially reasonable efforts to assist such successor Servicer in assuming such obligations. The Collateral Agent shall not give, and the Administrative Agents Agent and the Purchasers shall not instruct the Collateral Agent to give, Sprint Spectrum a Successor Notice except after the occurrence of any Event of Termination or Non-Reinvestment Event that remains continuing.

Successor Notice. In Upon Servicer’s receipt of a notice from the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction Administrator of the Required Purchasers or the Administrative Agents acting jointly, the Collateral Agent shall, by notice to Sprint Spectrum and Sellers, immediately designate Administrator’s designation of a successor new Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointly; it being understood and agreed that), in any event, any Administrative Agent may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum Servicer agrees that it shall will terminate its activities as the Servicer hereunder in a manner that the Administrative Agents Administrator reasonably believe believes will facilitate the transition of the performance of such activities to the successor new Servicer, and successor Servicer the Administrator (or its designee) shall assume each and all of Sprint SpectrumSeller’s obligations to service and administer the Pool such Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum Servicer shall use commercially reasonable its best efforts to assist such successor Servicer the Administrator (or its designee) in assuming such obligations. The Collateral Agent shall Administrator agrees not give, and the Administrative Agents and the Purchasers shall not instruct the Collateral Agent to give, Sprint Spectrum give Servicer a Successor Notice except until after the occurrence of a Replacement Event, in which case such Successor Notice may be given at any time in the Administrator’s discretion. If Servicer disputes the occurrence of a Replacement Event, Servicer may take appropriate action to resolve such dispute; provided that Servicer must terminate its activities hereunder as Servicer and allow the newly designated Servicer to perform such activities in accordance with the Replacement Servicer Plan on the date provided by the Administrator as described above, notwithstanding the commencement or continuation of any proceeding to resolve the aforementioned dispute; provided, further that in the event that such dispute is resolved in favor of Servicer and no other Replacement Event of Termination or Non-Reinvestment Event that remains has occurred and is continuing, at Seller’s written request, Servicer shall be reinstated as Servicer.

Successor Notice. In the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction of the Required Purchasers Lenders or the Administrative Agents acting jointlyAgent, the Collateral Agent shall, by notice to Sprint Spectrum Compass and Sellersthe Borrower, immediately designate a successor Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointlyAgent with the written consent of the Required Lenders (which consent shall not be unreasonably withheld, conditioned or delayed); it being understood and agreed that, in any event, any the Administrative Agent Agent, with the written consent of the Required Lenders (which consent shall not be unreasonably withheld, conditioned or delayed), may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum Compass agrees that it shall terminate its activities as the Servicer hereunder in a manner that the Administrative Agents reasonably believe Agent determines will facilitate the transition of the performance of such activities to the successor Servicer, and such successor Servicer shall assume each and all of Sprint SpectrumCompass’s rights and obligations to service and administer the Pool Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum Compass shall use commercially reasonable efforts do all things necessary or appropriate to assist such successor Servicer in assuming such obligations. The Collateral Agent shall not give, and the Administrative Agents Agent and the Purchasers Lenders shall not instruct the Collateral Agent to give, Sprint Spectrum Compass a Successor Notice except after the occurrence of any Event of Termination or Non-Reinvestment Event that remains continuing.. (c)

Successor Notice. In the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction of the Required Purchasers or the Administrative Agents acting jointlyAgent, the Collateral Agent shall, by notice to Sprint Spectrum ADT and Sellersthe Seller, immediately designate a successor Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointlyAgent with the written consent of the Required Purchasers (which consent shall not be unreasonably withheld, conditioned or delayed); it being understood and agreed that, in any event, any the Administrative Agent Agent, with the written consent of the Required Purchasers (which consent shall not be unreasonably withheld, conditioned or delayed), may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum ADT agrees that it shall terminate its activities as the Servicer hereunder in a manner that the Administrative Agents reasonably believe Agent determines will facilitate the transition of the performance of such activities to the successor Servicer, and successor Servicer shall assume each and all of Sprint SpectrumADT’s rights and obligations to service and administer the Pool Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum ADT shall use commercially reasonable efforts do all things necessary or appropriate to assist such successor Servicer in assuming such obligations. The Collateral Agent shall not give, and the Administrative Agents Agent and the Purchasers shall not instruct the Collateral Agent to give, Sprint Spectrum ADT a Successor Notice except after the occurrence of any Event of Termination or Non-Reinvestment Event that remains continuing.. (c)

Successor Notice. In the event that an Event of Termination or Non-Reinvestment Event has occurred and is continuing, upon the written direction of the Required Purchasers or the Administrative Agents acting jointlyAgent, the Collateral Agent shall, by notice to Sprint Spectrum ADT and Sellersthe Seller, immediately designate a successor Servicer pursuant to the terms hereof (a “Successor Notice”) which such successor shall not be a Competitor and shall be selected by the Administrative Agents acting jointlyAgent with the written consent of the Required Purchasers (which consent shall not be unreasonably withheld, conditioned or delayed); it being understood and agreed that, in any event, any the Administrative Agent Agent, with the written consent of the Required Purchasers (which consent shall not be unreasonably withheld, conditioned or delayed), may (but shall not be obligated to) serve as successor Servicer. Upon receipt of a Successor Notice, Sprint Spectrum ADT agrees that it shall terminate its activities as the Servicer hereunder in a manner that the Administrative Agents reasonably believe Agent determines will facilitate the transition of the performance of such activities to the successor Servicer, and successor Servicer shall assume each and all of Sprint SpectrumADT’s rights and obligations to service and administer the Pool Receivables, on the terms and subject to the conditions herein set forth, and Sprint Spectrum ADT shall use commercially reasonable efforts do all things necessary or appropriate to assist such successor Servicer in assuming such obligations. The Collateral Agent shall not give, and the Administrative Agents Agent and the Purchasers shall not instruct the Collateral Agent to give, Sprint Spectrum ADT a Successor Notice except after the occurrence of any Event of Termination or Non-Reinvestment Event that remains continuing.