Common use of Successor Purchaser Agent Clause in Contracts

Successor Purchaser Agent. The Purchaser Agent may resign at any time by giving not less than thirty (30) days’ prior written notice thereof to each of the Purchasers and the Seller. Upon any such resignation, the Requisite Purchasers shall have the right to appoint a successor Purchaser Agent. If no successor Purchaser Agent shall have been so appointed by the Requisite Purchasers and shall have accepted such appointment within 30 days after the resigning the Purchaser Agent’s giving notice of resignation, then the resigning Purchaser Agent may, on behalf of the Purchasers, appoint a successor Purchaser Agent, which shall be a Purchaser, if a Purchaser is willing to accept such appointment, or otherwise shall be a commercial bank or financial institution or a subsidiary of a commercial bank or financial institution which commercial bank or financial institution is organized under the laws of the United States of America or of any State thereof which has a long term debt rating from S&P of “A” or better and Xxxxx’x of “A3” or better and has a combined capital and surplus of at least $300,000,000. If no successor Purchaser Agent has been appointed pursuant to the foregoing, by the 30th day after the date such notice of resignation was given by the resigning Purchaser Agent, such resignation shall become effective and the Requisite Purchasers shall thereafter perform all the duties of the Purchaser Agent hereunder until such time, if any, as the Requisite Purchasers appoint a successor Purchaser Agent as provided above. Upon the acceptance of any appointment as the Purchaser Agent hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights, powers, privileges and duties of the resigning Purchaser Agent. Upon the earlier of the acceptance of any appointment as the Purchaser Agent hereunder by a successor Purchaser Agent or the effective date of the resigning Purchaser Agent’s resignation, the resigning Purchaser Agent shall be discharged from its duties and obligations under this Agreement and the other Related Documents, except that any indemnity rights or other rights in favor of such resigning Purchaser Agent shall continue. After any resigning Purchaser Agent’s resignation hereunder, the provisions of this Article XI shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the Purchaser Agent under this Agreement and the other Related Documents. In addition, if for any reason The CIT Group/Business Credit, Inc. ceases to be the Administrative Agent hereunder, any indemnity rights or other rights in favor of The CIT Group/Business Credit, Inc., as Administrative Agent shall continue.

Successor Purchaser Agent. The Any Purchaser Agent may may, upon at least 30 days notice to the Administrative Agent, the Seller, the Master Servicer and the Conduit Purchasers and Committed Purchasers in its Purchaser Group, resign at any time by giving as the Purchaser Agent for its Purchaser Group. Except as provided below, such resignation shall not less than thirty (30) days’ prior written notice thereof to each become effective until a successor Purchaser Agent has been, with the consent of the Purchasers and Master Servicer (such consent not to be unreasonably withheld), appointed in the Seller. Upon manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such resignation, Program Support Agreements providing for the Requisite Purchasers shall have the right to appoint appointment of a successor Purchaser Agent, until a successor Purchaser Agent is appointed by the Conduit Purchaser(s) in such Purchaser Group (with the consent of the Committed Purchasers representing a majority of the Commitments in such Purchaser Group) and has accepted such appointment. If no successor Purchaser Agent shall have been so appointed by the Requisite Purchasers and shall have accepted such appointment within 30 days after the resigning the departing Purchaser Agent’s giving of notice of resignation, then the resigning departing Purchaser Agent may, on behalf of the Purchasers, may appoint a successor Purchaser AgentAgent for such Purchaser Group, which successor Purchaser Agent shall have short-term debt ratings of at least A-1 from S&P and P-1 from Xxxxx’x and shall be a Purchaser, if a Purchaser is willing to accept such appointment, or otherwise shall be either a commercial bank or financial institution or a subsidiary of a commercial bank or financial institution which commercial bank or financial institution is organized under the laws of the United States of America or of any State thereof which has a long term debt rating from S&P of “A” or better and Xxxxx’x of “A3” or better and has having a combined capital and surplus of at least $300,000,000250,000,000 or an Affiliate of such an institution. If no successor Upon such acceptance of its appointment as Purchaser Agent has been appointed pursuant to the foregoing, by the 30th day after the date for such notice of resignation was given by the resigning Purchaser Agent, such resignation shall become effective and the Requisite Purchasers shall thereafter perform all the duties of the Purchaser Agent hereunder until such time, if any, as the Requisite Purchasers appoint a successor Purchaser Agent as provided above. Upon the acceptance of any appointment as the Purchaser Agent Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights, powers, privileges rights and duties of the resigning retiring Purchaser Agent. Upon , and the earlier of the acceptance of any appointment as the Purchaser Agent hereunder by a successor Purchaser Agent or the effective date of the resigning Purchaser Agent’s resignation, the resigning retiring Purchaser Agent shall be discharged from its any further duties and obligations under this Agreement and the other Related Transaction Documents, except that any indemnity rights or other rights in favor of such resigning Purchaser Agent shall continue. After any resigning 949049213.2 retiring Purchaser Agent’s resignation hereunder, the provisions of Section 2.6 (Indemnities) of the Servicing Agreement and Section 10 (Indemnities by the Seller) and this Article XI Section 9 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the a Purchaser Agent under this Agreement and the other Related Documents. In addition, if for any reason The CIT Group/Business Credit, Inc. ceases to be the Administrative Agent hereunder, any indemnity rights or other rights in favor of The CIT Group/Business Credit, Inc., as Administrative Agent shall continueAgent.

Successor Purchaser Agent. The Purchaser Agent may resign at any time by giving not less than thirty (30) days’ prior written notice thereof to each of the Purchasers and the Seller. Upon any such resignation, the Requisite Purchasers shall have the right to appoint a successor Purchaser Agent. If no successor Purchaser Agent shall have been so appointed by the Requisite Purchasers and shall have accepted such appointment within 30 days after the resigning the Purchaser Agent’s giving notice of resignation, then the resigning Purchaser Agent may, on behalf of the Purchasers, appoint a successor Purchaser Agent, which shall be a Purchaser, if a Purchaser is willing to accept such appointment, or otherwise shall be a commercial bank or financial institution or a subsidiary of a commercial bank or financial institution which commercial bank or financial institution is organized under the laws of the United States of America or of any State thereof which has a long term debt rating from S&P of “A” or better and Xxxxx’x of “A3” or better and has a combined capital and surplus of at least $300,000,000. If no successor Purchaser Agent has been appointed pursuant to the foregoing, by the 30th day after the date such notice of resignation was given by the resigning Purchaser Agent, such resignation shall become effective and the Requisite Purchasers shall thereafter perform all the duties of the Purchaser Agent hereunder until such time, if any, as the Requisite Purchasers appoint a successor Purchaser Agent as provided above. Upon the acceptance of any appointment as the Purchaser Agent hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights, powers, privileges and duties of the resigning Purchaser Agent. Upon the earlier of the acceptance of any appointment as the Purchaser Agent hereunder by a successor Purchaser Agent or the effective date of the resigning Purchaser Agent’s resignation, the resigning Purchaser Agent shall be discharged from its duties and obligations under this Agreement and the other Related Documents, except that any indemnity rights or other rights in favor of such resigning Purchaser Agent shall continue. After any resigning Purchaser Agent’s resignation hereunder, the provisions of this Article XI shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the Purchaser Agent under this Agreement and the other Related Documents. In addition, if for any reason The CIT Group/Business Credit, Inc. ceases to be the Administrative Agent hereunder, any indemnity rights or other rights in favor of The CIT Group/Business Credit, Inc., as Administrative Agent shall continue.reason

Successor Purchaser Agent. The Any Purchaser Agent may may, upon at least 30 days notice to the Administrative Agent, the Seller, the Master Servicer and the Conduit Purchasers and Committed Purchasers in its Purchaser Group, resign at any time by giving as the Purchaser Agent for its Purchaser Group. Except as provided below, such resignation shall not less than thirty (30) days’ prior written notice thereof to each become effective until a successor Purchaser Agent has been, with the consent of the Purchasers and Master Servicer (such consent not to be unreasonably withheld), appointed in the Seller. Upon manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such resignation, Program Support Agreements providing for the Requisite Purchasers shall have the right to appoint appointment of a successor Purchaser Agent, until a successor Purchaser Agent is appointed by the Conduit Purchaser(s) in such Purchaser Group (with the consent of the Committed Purchasers representing a majority of the Commitments in such Purchaser Group) and has accepted such appointment. If no successor Purchaser Agent shall have been so appointed by the Requisite Purchasers and shall have accepted such appointment within 30 days after the resigning the departing Purchaser Agent’s giving of notice of resignation, then the resigning departing Purchaser Agent may, on behalf of the Purchasers, may appoint a successor Purchaser AgentAgent for such Purchaser Group, which successor Purchaser Agent shall have short-term debt ratings of at least A-1 from S&P and P-1 from Xxxxx’x and shall be a Purchaser, if a Purchaser is willing to accept such appointment, or otherwise shall be either a commercial bank or financial institution or a subsidiary of a commercial bank or financial institution which commercial bank or financial institution is organized under the laws of the United States of America or of any State thereof which has a long term debt rating from S&P of “A” or better and Xxxxx’x of “A3” or better and has having a combined capital and surplus of at least $300,000,000250,000,000 or an Affiliate of such an institution. If no successor Upon such acceptance of its appointment as Purchaser Agent has been appointed pursuant to the foregoing, by the 30th day after the date for such notice of resignation was given by the resigning Purchaser Agent, such resignation shall become effective and the Requisite Purchasers shall thereafter perform all the duties of the Purchaser Agent hereunder until such time, if any, as the Requisite Purchasers appoint a successor Purchaser Agent as provided above. Upon the acceptance of any appointment as the Purchaser Agent Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights, powers, privileges rights and duties of the resigning retiring Purchaser Agent. Upon , and the earlier of the acceptance of any appointment as the Purchaser Agent hereunder by a successor Purchaser Agent or the effective date of the resigning Purchaser Agent’s resignation, the resigning retiring Purchaser Agent shall be discharged from its any further duties and obligations under this Agreement and the other Related Transaction Documents, except that any indemnity rights or other rights in favor of such resigning Purchaser Agent shall continue. After any resigning retiring Purchaser Agent’s resignation hereunder, the provisions of Section 2.6 (Indemnities) of the Servicing Agreement and Section 10 (Indemnities by the Seller) and this Article XI Section 9 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was the a Purchaser Agent under this Agreement and the other Related Documents. In addition, if for any reason The CIT Group/Business Credit, Inc. ceases to be the Administrative Agent hereunder, any indemnity rights or other rights in favor of The CIT Group/Business Credit, Inc., as Administrative Agent shall continueAgent.