Common use of Successor Purchaser Agent Clause in Contracts

Successor Purchaser Agent. Any Purchaser Agent 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 as the Purchaser Agent for its Purchaser Group. Except as provided below, such resignation shall not become effective until a successor Purchaser Agent has been, with the consent of the Master Servicer (such consent not to be unreasonably withheld), appointed in the manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such Program Support Agreements providing for the 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 within 30 days after the departing Purchaser Agent’s giving of notice of resignation, then the departing Purchaser Agent may appoint a successor Purchaser Agent 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 either a commercial bank having a combined capital and surplus of at least $250,000,000 or an Affiliate of such an institution. Upon such acceptance of its appointment as Purchaser Agent for such Purchaser Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights and duties of the retiring Purchaser Agent, and the retiring Purchaser Agent shall be discharged from any further duties and obligations under the Transaction Documents. After any 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 Section 9 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a Purchaser Agent.

Successor Purchaser Agent. Any The Purchaser Agent may, upon may resign at least 30 days any time by giving not less than thirty (30) days’ prior written notice thereof to each of the Administrative AgentPurchasers and the Seller. Upon any such resignation, the Seller, Requisite Purchasers shall have the Master Servicer and the Conduit Purchasers and Committed Purchasers in its Purchaser Group, resign as the Purchaser Agent for its Purchaser Group. Except as provided below, such resignation shall not become effective until a successor Purchaser Agent has been, with the consent of the Master Servicer (such consent not right to be unreasonably withheld), appointed in the manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such Program Support Agreements providing for the appointment of appoint 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 departing resigning the Purchaser Agent’s giving of notice of resignation, then the departing resigning Purchaser Agent may may, on behalf of the Purchasers, appoint a successor Purchaser Agent for such Purchaser GroupAgent, 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 either a Purchaser, if a Purchaser is willing to accept such appointment, or otherwise shall be a commercial bank having 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 $250,000,000 or an Affiliate 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 an institutionresignation 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 such the acceptance of its any appointment as the Purchaser Agent for such Purchaser Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights rights, powers, privileges and duties of the retiring 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, and the retiring resigning Purchaser Agent shall be discharged from any further its duties and obligations under this Agreement and the Transaction other Related Documents, except that any indemnity rights or other rights in favor of such resigning Purchaser Agent shall continue. After any 949049213.2 retiring resigning 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 Section 9 Article XI shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a the Purchaser Agent.Agent under this Agreement and the other Related Documents. In addition, if for any reason

Successor Purchaser Agent. Any Purchaser Agent 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 as the Purchaser Agent for its Purchaser Group. Except 108 as provided below, such resignation shall not become effective until a successor Purchaser Agent has been, with the consent of the Master Servicer (such consent not to be unreasonably withheld), appointed in the manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such Program Support Agreements providing for the 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 within 30 days after the departing Purchaser Agent’s giving of notice of resignation, then the departing Purchaser Agent may appoint a successor Purchaser Agent 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 either a commercial bank having a combined capital and surplus of at least $250,000,000 or an Affiliate of such an institution. Upon such acceptance of its appointment as Purchaser Agent for such Purchaser Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights and duties of the retiring Purchaser Agent, and the retiring Purchaser Agent shall be discharged from any further duties and obligations under the Transaction Documents. After any 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 Section 9 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a Purchaser Agent.

Successor Purchaser Agent. Any The Purchaser Agent may, upon may resign at least 30 days any time by giving not less than thirty (30) days’ prior written notice thereof to each of the Administrative AgentPurchasers and the Seller. Upon any such resignation, the Seller, Requisite Purchasers shall have the Master Servicer and the Conduit Purchasers and Committed Purchasers in its Purchaser Group, resign as the Purchaser Agent for its Purchaser Group. Except as provided below, such resignation shall not become effective until a successor Purchaser Agent has been, with the consent of the Master Servicer (such consent not right to be unreasonably withheld), appointed in the manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such Program Support Agreements providing for the appointment of appoint 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 departing resigning the Purchaser Agent’s giving of notice of resignation, then the departing resigning Purchaser Agent may may, on behalf of the Purchasers, appoint a successor Purchaser Agent for such Purchaser GroupAgent, 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 either a Purchaser, if a Purchaser is willing to accept such appointment, or otherwise shall be a commercial bank having 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 $250,000,000 or an Affiliate 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 an institutionresignation 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 such the acceptance of its any appointment as the Purchaser Agent for such Purchaser Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights rights, powers, privileges and duties of the retiring 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, and the retiring resigning Purchaser Agent shall be discharged from any further its duties and obligations under this Agreement and the Transaction other Related Documents, except that any indemnity rights or other rights in favor of such resigning Purchaser Agent shall continue. After any 949049213.2 retiring resigning 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 Section 9 Article XI shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a the Purchaser AgentAgent 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.