Termination of Administrator. Xxxx may be terminated at any time by majority vote of the six city council members and mayor excluding any vacancies (“Council”), with or without cause.
Termination of Administrator. (1) The appointment of the Administrator hereunder may not be terminated by the Servicer unless (i) the Administrator has failed to make any payment or deposit which if not remedied would result in the occurrence of an Unmatured Event of Termination or an Event of Termination and such failure remains unremedied for two (2) Business Days, (ii) the Administrator has failed to prepare and deliver a Daily Report or a Monthly Report as required under the Receivables Purchase Agreement and such failure remains unremedied for two (2) Business Days which if not remedied would result in the occurrence of an Unmatured Event of Termination or an Event of Termination, (iii) the Administrator has failed to perform any Administrator Obligation (other than as specified in clauses (i) and (ii) above) which, with the giving of notice or the passage of time, would result in the occurrence of an Unmatured Event of Termination or Event of Termination and such failure remains unremedied for 10 days after (x) the Administrator has actual knowledge thereof or (y) written notice thereof is given by the Servicer to the Administrator, (iv) the Administrator has taken any action, or suffered any event to occur, of the type described in subsection (e) of the definition of “Event of Termination” as set forth in the Receivables Purchase Agreement, if the term “Servicer” when used therein referred to the Administrator, in which case the termination of the appointment of the Administrator will occur automatically without any requirement that notice 7- be given by the Servicer to the Administrator or (v) the Receivables Purchase Agreement has been terminated. In the event that the Administrator is terminated in accordance with the provisions of the preceding sentence, no fees or any other amounts shall be payable to the Administrator following such termination, including, for the avoidance of doubt, the Administrator Fee. Notwithstanding any term herein to the contrary, the Administrative Agent may terminate this Agreement upon any termination of the Servicer under the Receivables Purchase Agreement by giving notice of its desire to terminate this Agreement to the Servicer (and the Servicer shall provide appropriate notice to the Administrator).
