Common use of Successor Trustee or Certificate Administrator Clause in Contracts

Successor Trustee or Certificate Administrator. (a) Any successor trustee or certificate administrator appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer and to its predecessor Trustee or Certificate Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator shall become effective and such successor trustee or certificate administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Certificate Administrator herein. The predecessor Trustee shall deliver to the successor trustee all Mortgage Files and related documents and statements held by it hereunder (other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian, at Custodian’s option shall become the agent of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and the predecessor Trustee shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and certainly vest and confirm in the successor trustee all such rights, powers, duties and obligations, and to enable the successor trustee to perform its obligations hereunder. (b) No successor trustee or successor certificate administrator shall, as applicable, accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor trustee or successor certificate administrator, as applicable, shall be eligible under the provisions of Section 8.06. (c) Upon acceptance of appointment by a successor trustee or successor certificate administrator as provided in this Section 8.08, the Master Servicer shall deliver notice of the succession of such Trustee or Certificate Administrator, as applicable, to the Depositor and the Certificateholders. If the Master Servicer fails to deliver such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such successor trustee or successor certificate administrator shall cause such notice to be delivered at the expense of the Master Servicer.

Successor Trustee or Certificate Administrator. (a) Any successor trustee or certificate administrator appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer and to its predecessor Trustee or Certificate Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator shall become effective and such successor trustee or certificate administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Certificate Administrator herein. The predecessor Trustee shall deliver to the successor trustee all Mortgage Files and related documents and statements held by it hereunder (other than any Mortgage Files at the time held on its behalf by a the Custodian, which Custodian, at Custodian’s option shall become the agent of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and the predecessor Trustee shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and certainly vest and confirm in the successor trustee all such rights, powers, duties and obligations, and to enable the successor trustee to perform its obligations hereunder. (b) No successor trustee or successor certificate administrator shall, as applicable, accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor trustee or successor certificate administrator, as applicable, shall be eligible under the provisions of Section 8.06. (c) Upon acceptance of appointment by a successor trustee or successor certificate administrator as provided in this Section 8.08, the Master Servicer shall deliver notice of the succession of such Trustee or Certificate Administrator, as applicable, to the Depositor and the Certificateholders. If the Master Servicer fails to deliver such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such successor trustee or successor certificate administrator shall cause such notice to be delivered at the expense of the Master Servicer.

Successor Trustee or Certificate Administrator. (a) Any successor trustee or certificate administrator appointed as provided in Section 8.07 7.6 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer Depositor and to its predecessor Trustee or Certificate Administrator Administrator, as the case may be, an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator Administrator, as the case may be, shall become effective and such successor trustee or certificate administrator administrator, 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 the like effect as if originally named as Trustee or Certificate Administrator herein. The predecessor Trustee or Certificate Administrator shall deliver (at such predecessor’s own expense) to the successor trustee or certificate administrator all Mortgage Files and related documents and statements related to the Mortgage Files held by it hereunder (other than any Mortgage Files at the time held on its behalf by a Custodianhereunder, which Custodian, at Custodian’s option shall become the agent of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and the predecessor Trustee shall duly assign, transfer, deliver and pay over (at such predecessor’s own expense) to the successor trustee, the entire Trust, together with all instruments of transfer and assignment or other documents properly executed necessary to effect such transfer. The predecessor Trustee or Certificate Administrator, as the case may be, shall also deliver all records or copies thereof maintained by the predecessor Trustee or Certificate Administrator in the administration hereof as may be reasonably requested by the successor trustee or certificate administrator, as applicable, and shall thereupon be discharged from all duties and responsibilities under this Agreement. In addition, the Depositor and the predecessor Trustee or Certificate Administrator shall execute and deliver such other instruments and do such other things as may reasonably be required to more fully and certainly vest and confirm in the successor trustee or certificate administrator, as the case may be, all such rights, powers, duties and obligations. Anything herein to the contrary notwithstanding, and in no event shall the combined fees payable to enable a successor certificate administrator exceed the successor trustee to perform its obligations hereunderCertificate Administrator Fee. (b) No successor trustee or successor certificate administrator shall, as applicable, shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance appointment such successor trustee or successor certificate administrator, as applicablethe case may be, shall be eligible under the provisions of Section 8.067.5. (c) Upon acceptance of appointment by a successor trustee or successor certificate administrator as provided in this Section 8.08Section, the Master Servicer successor trustee or certificate administrator shall deliver promptly provide written notice to the 17g-5 Information Provider and mail notice of the succession of such Trustee or Certificate AdministratorAdministrator hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register, as applicableto each holder of a B Note or Serviced Companion Loan and, subject to Section 5.7, to the Depositor and Rating Agencies. The expenses of such mailing shall be borne by the Certificateholderssuccessor trustee or certificate administrator. If the Master Servicer successor trustee or certificate administrator fails to deliver mail such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such successor trustee or successor certificate administrator the Master Servicer shall cause such notice to be delivered mailed at the expense of the Master Servicersuccessor trustee or certificate administrator, as applicable.

Successor Trustee or Certificate Administrator. (a) Any successor trustee Trustee or certificate administrator Certificate Administrator appointed as provided in Section 8.07 8.7 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer and to its predecessor Trustee trustee or Certificate Administrator certificate administrator, as applicable, an instrument (i) accepting such appointment hereunderhereunder and (ii) making the representations and warranties of the Trustee or the Certificate Administrator, as applicable, as provided in Section 2.3 and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator trustee shall become effective and such successor trustee Trustee or certificate administrator Certificate Administrator, as applicable, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee trustee or Certificate Administrator certificate administrator, as applicable, herein. The predecessor Trustee shall deliver or cause to be delivered to the successor trustee all Mortgage Files Trustee the Loan File and related documents and statements held by it hereunder (other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian, at Custodian’s option shall become the agent of the successor trustee)hereunder, and the Depositor, the Master Servicer, the Special Servicer and the predecessor Trustee trustee or certificate administrator, as applicable, shall execute and deliver such instruments and do such other things as may reasonably be required to for more fully and certainly vest vesting and confirm confirming in the successor trustee Trustee or Certificate Administrator, as applicable, all such rights, powers, duties and obligations, and to enable the successor trustee to perform its obligations hereunder. (b) . No successor trustee Trustee or successor certificate administrator shall, as applicable, Certificate Administrator shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor trustee Trustee or successor certificate administratorCertificate Administrator, as applicable, shall be eligible under the provisions of Section 8.06. 8.6 and its appointment shall not result in the qualification, downgrading, or withdrawal of the current rating of any Class of the Certificates (c) prior to the resignation or termination of the Trustee or Certificate Administrator, as applicable). Upon acceptance of appointment by a successor trustee Trustee or successor certificate administrator Certificate Administrator as provided in this Section 8.08Section, the Master Servicer shall deliver notice of the succession of such successor Trustee or Certificate Administrator, as applicable, to shall mail notice of the Depositor and the Certificateholders. If the Master Servicer fails to deliver succession of such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register, the Companion Loan Holders, the Depositor, the Borrower, the Initial Purchaser and the Rating Agencies (through the successor trustee or successor certificate administrator shall cause such notice to be delivered at the expense of the Master Servicer17g-5 Information Provider’s website, as applicable).

Successor Trustee or Certificate Administrator. (a) Any successor trustee or certificate administrator appointed as provided in Section 8.07 7.6 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer Depositor and to its predecessor Trustee or Certificate Administrator Administrator, as the case may be, an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator Administrator, as the case may be, shall become effective and such successor trustee or certificate administrator administrator, 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 the like effect as if originally named as Trustee or Certificate Administrator herein. The predecessor Trustee or Certificate Administrator shall deliver (at such predecessor’s own expense) to the successor trustee or certificate administrator all Mortgage Files and related documents and statements related to the Mortgage Files held by it hereunder (other than any Mortgage Files at the time held on its behalf by a Custodianhereunder, which Custodian, at Custodian’s option shall become the agent of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and the predecessor Trustee or Certificate Administrator shall duly assign, transfer, deliver and pay over (at such predecessor’s own expense) to the successor trustee or certificate administrator, the entire Trust, together with all instruments of transfer and assignment or other documents properly executed necessary to effect such transfer. The predecessor Trustee or Certificate Administrator, as the case may be, shall also deliver all records or copies thereof maintained by the predecessor Trustee or Certificate Administrator in the administration hereof as may be reasonably requested by the successor trustee or certificate administrator, as applicable, and shall thereupon be discharged from all duties and responsibilities under this Agreement. In addition, the Depositor and the predecessor Trustee or Certificate Administrator shall execute and deliver such other instruments and do such other things as may reasonably be required to more fully and certainly vest and confirm in the successor trustee or certificate administrator, as the case may be, all such rights, powers, duties and obligations. Anything herein to the contrary notwithstanding, and in no event shall the combined fees payable to enable the Certificate Administrator or a successor trustee certificate administrator (inclusive of fees paid to perform its obligations hereunderthe Trustee (or successor trustee)) exceed the Certificate Administrator Fee. (b) No successor trustee or successor certificate administrator shall, as applicable, shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance appointment such successor trustee or successor certificate administrator, as applicablethe case may be, shall be eligible under the provisions of Section 8.067.5. (c) Upon acceptance of appointment by a successor trustee or successor certificate administrator as provided in this Section 8.08Section, the Master Servicer successor trustee or certificate administrator shall deliver promptly provide written notice to the 17g-5 Information Provider and mail notice of the succession of such Trustee or Certificate Administrator, Administrator hereunder to all Holders of Certificates at their addresses as applicable, shown in the Certificate Register and to each holder of a B Note or Serviced Companion Loan. The expenses of such mailing shall be borne by the Depositor and the Certificateholderssuccessor trustee or certificate administrator. If the Master Servicer successor trustee or certificate administrator fails to deliver mail such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such successor trustee or successor certificate administrator the Master Servicer shall cause such notice to be delivered mailed at the expense of the Master Servicersuccessor trustee or certificate administrator, as applicable.

Successor Trustee or Certificate Administrator. (a) Any successor trustee Trustee or certificate administrator successor Certificate Administrator appointed as provided in Section 8.07 9.06 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer Depositor and to its predecessor Trustee or Certificate Administrator Administrator, as applicable, an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator shall become effective and such successor trustee Trustee or certificate administrator Certificate Administrator, 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 the like effect as if originally named as Trustee or Certificate Administrator Administrator, as applicable, herein. The predecessor Trustee or Certificate Administrator shall duly assign, transfer, deliver and pay over to the successor trustee Trustee or Certificate Administrator, as the case may be, all Mortgage Files and related documents and statements statements, and money and other property held by it hereunder (hereunder, together with all instruments of transfer and assignment or other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian, at Custodian’s option shall become the agent documents properly executed as may be reasonably required to effect such transfer and such of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and records or copies thereof maintained by the predecessor Trustee shall execute and deliver such instruments and do such other things or Certificate Administrator in the administration hereof as may be reasonably be required to more fully and certainly vest and confirm in requested by the successor trustee Trustee or Certificate Administrator, as the case may be, and shall thereupon be discharged from all such rights, powers, duties and obligationsresponsibilities under this Agreement; provided, and however, that if the predecessor Trustee or Certificate Administrator has been terminated pursuant to enable the successor trustee to perform its obligations hereunder. (b) third paragraph of Section 9.06, all reasonable expenses of the predecessor Trustee or Certificate Administrator incurred in complying with this Section 9.07 shall be reimbursed by the Trust. No successor trustee Trustee or successor certificate administrator shall, as applicable, Certificate Administrator shall accept appointment as provided in this Section 8.08 9.07 unless at the time of such acceptance appointment such successor trustee Trustee or successor certificate administratorCertificate Administrator, as applicablethe case may be, shall be eligible under the provisions of Section 8.06. (c) 9.05. Upon acceptance of appointment by a successor trustee Trustee or successor certificate administrator Certificate Administrator, as applicable, as provided in this Section 8.089.07, the Master Servicer Certificate Administrator shall deliver cooperate to mail notice of the succession of such Trustee or Certificate Administrator, as applicablethe case may be, hereunder to all Holders of Certificates at their addresses as shown in the Depositor Certificate Register and the Certificateholders. If the Master Servicer fails to deliver such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such successor trustee or successor certificate administrator shall cause such notice to be delivered at the expense of the Master Servicereach Rating Agency.

Successor Trustee or Certificate Administrator. (a) Any successor trustee Trustee or certificate administrator successor Certificate Administrator appointed as provided in Section 8.07 9.06 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer Depositor and to its predecessor Trustee or Certificate Administrator Administrator, as applicable, an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator shall become effective and such successor trustee Trustee or certificate administrator Certificate Administrator, 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 the like effect as if originally named as Trustee or Certificate Administrator Administrator, as applicable, herein. The predecessor Trustee or 110 Certificate Administrator shall duly assign, transfer, deliver and pay over to the successor trustee Trustee or Certificate Administrator, as the case may be, all Mortgage Files and related documents and statements statements, and money and other property held by it hereunder (hereunder, together with all instruments of transfer and assignment or other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian, at Custodian’s option shall become the agent documents properly executed as may be reasonably required to effect such transfer and such of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and records or copies thereof maintained by the predecessor Trustee shall execute and deliver such instruments and do such other things or Certificate Administrator in the administration hereof as may be reasonably be required to more fully and certainly vest and confirm in requested by the successor trustee Trustee or Certificate Administrator, as the case may be, and shall thereupon be discharged from all such rights, powers, duties and obligationsresponsibilities under this Agreement; provided, and however, that if the predecessor Trustee or Certificate Administrator has been terminated pursuant to enable the successor trustee to perform its obligations hereunder. (b) third paragraph of Section 9.06, all reasonable expenses of the predecessor Trustee or Certificate Administrator incurred in complying with this Section 9.07 shall be reimbursed by the Trust. No successor trustee Trustee or successor certificate administrator shall, as applicable, Certificate Administrator shall accept appointment as provided in this Section 8.08 9.07 unless at the time of such acceptance appointment such successor trustee Trustee or successor certificate administratorCertificate Administrator, as applicablethe case may be, shall be eligible under the provisions of Section 8.06. (c) 9.05. Upon acceptance of appointment by a successor trustee Trustee or successor certificate administrator Certificate Administrator, as applicable, as provided in this Section 8.089.07, the Master Servicer Certificate Administrator shall deliver cooperate to mail notice of the succession of such Trustee or Certificate Administrator, as applicablethe case may be, hereunder to all Holders of Certificates at their addresses as shown in the Depositor Certificate Register and the Certificateholders. If the Master Servicer fails to deliver such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such successor trustee or successor certificate administrator shall cause such notice to be delivered at the expense of the Master Servicereach Rating Agency.

Successor Trustee or Certificate Administrator. (a) Any successor trustee Trustee or certificate administrator Certificate Administrator appointed as provided in Section 8.07 8.7 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer and to its predecessor Trustee trustee or Certificate Administrator certificate administrator, as applicable, an instrument (i) accepting such appointment hereunderhereunder and (ii) making the representations and warranties of the Trustee or the Certificate Administrator, as applicable, as provided in Section 2.3 and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator trustee shall become effective and such successor trustee Trustee or certificate administrator Certificate Administrator, as applicable, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee trustee or Certificate Administrator certificate administrator, as applicable, herein. The predecessor Trustee Certificate Administrator shall deliver or cause to be delivered to the successor trustee all Mortgage Files Certificate Administrator the Loan File and related documents and statements held by it hereunder (other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian, at Custodian’s option shall become the agent of the successor trustee)hereunder, and the Depositor, the Master Servicer, the Special Servicer and the predecessor Trustee trustee or certificate administrator, as applicable, shall execute and deliver such instruments and do such other things as may reasonably be required to for more fully and certainly vest vesting and confirm confirming in the successor trustee Trustee or Certificate Administrator, as applicable, all such rights, powers, duties and obligations, and to enable the successor trustee to perform its obligations hereunder. (b) . No successor trustee Trustee or successor certificate administrator shall, as applicable, Certificate Administrator shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor trustee Trustee or successor certificate administratorCertificate Administrator, as applicable, shall be eligible under the provisions of Section 8.06. 8.6 and its appointment shall not result in the qualification, downgrading, or withdrawal of the current rating of any Class of the Certificates (c) prior to the resignation or termination of the Trustee or Certificate Administrator, as applicable). Upon acceptance of appointment by a successor trustee Trustee or successor certificate administrator Certificate Administrator as provided in this Section 8.08Section, the Master Servicer shall deliver notice of the succession of such successor Trustee or Certificate Administrator, as applicable, to shall mail notice of the Depositor and the Certificateholders. If the Master Servicer fails to deliver succession of such notice within ten (10) days after acceptance of appointment by the successor trustee or successor certificate administrator, as applicable, such hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register, the Depositor, the Borrowers, the Initial Purchasers, the Companion Loan Holders and the Rating Agencies (through the successor trustee or successor certificate administrator shall cause such notice to be delivered at the expense of the Master Servicer17g-5 Information Provider’s website, as applicable).

Successor Trustee or Certificate Administrator. (a) Any successor trustee Trustee or certificate administrator successor Certificate Administrator appointed as provided in Section 8.07 9.06 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer Servicers and to its predecessor Trustee or Certificate Administrator Administrator, as applicable, an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee or Certificate Administrator shall become effective and such successor trustee Trustee or certificate administrator Certificate Administrator, 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 the like effect as if originally named as Trustee or Certificate Administrator Administrator, as applicable, herein. The predecessor Trustee or Certificate Administrator shall duly assign, transfer, deliver and pay over to the successor trustee Trustee or Certificate Administrator, as the case may be, all Mortgage Files and Files, related documents and statements statements, and money and other property held by it hereunder (hereunder, together with all instruments of transfer and assignment or other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian, at Custodian’s option shall become the agent documents properly executed as may be reasonably required to effect such transfer and such of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and records or copies thereof maintained by the predecessor Trustee shall execute and deliver such instruments and do such other things or Certificate Administrator in the administration hereof as may be reasonably be required to more fully and certainly vest and confirm in requested by the successor trustee Trustee or Certificate Administrator, as the case may be, and shall thereupon be discharged from all such rights, powers, duties and obligationsresponsibilities under this Agreement; provided, and however, that if the predecessor Trustee or Certificate Administrator has been terminated pursuant to enable the successor trustee to perform its obligations hereunder. (b) third paragraph of Section 9.06, all reasonable expenses of the predecessor Trustee or Certificate Administrator incurred in complying with this Section 9.07 shall be reimbursed by the Trust. No successor trustee Trustee or successor certificate administrator shall, as applicable, Certificate Administrator shall accept appointment as provided in this Section 8.08 9.07 unless at the time of such acceptance appointment such successor trustee Trustee or successor certificate administratorCertificate Administrator, as applicablethe case may be, shall be eligible under the provisions of Section 8.06. (c) 9.05. Upon acceptance of appointment by a successor trustee Trustee or successor certificate administrator Certificate Administrator, as applicable, as provided in this Section 8.089.07, the Master each Servicer shall deliver cooperate to mail notice of the succession of such Trustee or Certificate Administrator, as applicablethe case may be, hereunder to all Holders of Certificates at their addresses as shown in the Depositor Certificate Register and the Certificateholdersto each Rating Agency. If the Master either Servicer fails to deliver mail such notice within ten (10) days after acceptance of appointment by the successor trustee Trustee or Certificate Administrator, the successor certificate administratorTrustee or Certificate Administrator, as applicablethe case may be, such successor trustee or successor certificate administrator shall cause such notice to be delivered mailed at the expense of the Master such Servicer. Section 9.08 Merger or Consolidation of Trustee or the Certificate Administrator. Any corporation or banking association into which either the Trustee or the Certificate Administrator may be merged or converted or with which it may be consolidated, or any corporation or banking association resulting from any merger, conversion or consolidation to which the Trustee or the Certificate Administrator shall be a party, or any corporation or banking association succeeding to all or substantially all of the corporate trust business of the Trustee or the Certificate Administrator, shall be the successor of the Trustee or the Certificate Administrator, as applicable, hereunder, if such corporation or banking association is eligible under the provisions of Section 9.05, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.