Termination of Backup Servicer. Notwithstanding anything to the contrary herein, the Indenture Trustee shall have the right to remove the Backup Servicer with or without cause at any time and replace the Backup Servicer pursuant to the provisions of the Backup Servicing Agreement. In the event that the Indenture Trustee shall exercise its rights to remove and replace Concord Servicing Corporation as Backup Servicer or Concord Servicing Corporation shall have terminated the Backup Servicing Agreement in accordance with the terms thereof, Concord Servicing Corporation shall have no further obligation to perform the duties of the Backup Servicer under this Indenture. In the event of a termination of the Backup Servicing Agreement, the Indenture Trustee shall appoint a successor Backup Servicer reasonably acceptable to the Indenture Trustee. Upon the termination or resignation of the Backup Servicer, the Indenture Trustee shall be deemed to represent, warrant and covenant that it will service or engage a subservicer to perform each of the servicing duties and responsibilities described in this Indenture.
Termination of Backup Servicer. Notwithstanding anything to the contrary herein, the Indenture Trustee shall have the right to remove the Backup Servicer with or without cause at any time and replace the Backup Servicer pursuant to the provisions of the Backup Servicing Agreement. In the event that the Indenture Trustee shall exercise its rights to remove and replace Xxxxx Fargo Bank, National Association as Backup Servicer, Xxxxx Fargo Bank, National Association shall have no further obligation to perform the duties of the Backup Servicer under this Indenture. In the event of a termination of the Backup Servicing Agreement prior to the termination or resignation of Silverleaf as the Servicer hereunder, the Indenture Trustee shall appoint a successor Backup Servicer reasonably acceptable to the Indenture Trustee. Upon the termination or resignation of the Backup Servicer, the Indenture Trustee shall be deemed to represent, warrant and covenant that it will service or engage a subservicer to perform each of the servicing duties and responsibilities described in this Indenture.
Termination of Backup Servicer. In the event that the Backup Servicing Agreement is terminated for reasons other than those specified in Section 7.1(o), the Company shall reasonably coordinate and reasonably cooperate with the Administrative Agent and the Lenders to timely engage a replacement Backup Servicer.
Termination of Backup Servicer. If (a) the Successor ------------------------------ Servicer shall assume the duties of the Servicer or (b) the Backup Servicer shall fail to duly observe or perform any of its covenants, agreements or obligations set forth in this Agreement which failure (i) would have a Material Adverse Effect on the Lender (determined without regard to the availability of funds under the Policy), the Insurer (unless an Insurer Default shall have occurred and be continuing) or the Contracts, and (ii) if capable of remedy, continues unremedied for a period of 30 days after the earlier to occur of (x) the date on which written notice of such failure, requiring the same to be remedied, shall have been received by a Responsible Officer of the Backup Servicer from the Lender or the Insurer (provided no Insurer Default shall have occurred and be continuing) or (y) the discovery of such failure by a Responsible Officer of the Backup Servicer, the Lender or the Insurer (provided no Insurer Default shall have occurred and be continuing) may terminate all of the duties of the Backup Servicer under this Agreement. Any removal pursuant to the provisions of this Section 8.01 shall take effect only upon the appointment ------------ of a successor to the Backup Servicer and the acceptance in writing by such successor to Backup Servicer of such appointment and of its obligation to perform its duties hereunder in accordance with the provisions hereof.
Termination of Backup Servicer. Notwithstanding anything to the contrary herein, the Buyer shall have the right (with the consent of the Seller) to remove the Backup Servicer with or without cause at any time and replace the Backup Servicer pursuant to the provisions of the Backup Servicing Agreement. In the event that the Buyer shall exercise its rights to remove and replace Concord Servicing Corporation as Backup Servicer or Concord Servicing Corporation shall have terminated the Backup Servicing Agreement in accordance with the terms thereof, Concord Servicing Corporation shall have no further obligation to perform the duties of the Backup Servicer under this Agreement. In the event of a termination of the Backup Servicing Agreement, the Buyer shall appoint a successor Backup Servicer reasonably acceptable to the Buyer and the Seller. Any successor Backup Servicer or Servicer appointed pursuant to this Agreement (i) as a condition to any such appointment, shall be a nationally recognized and licensed servicer of timeshare loan receivables that (a) is actively servicing a portfolio of timeshare loans with an aggregate principal balance of not less than $200,000,000, (b) has servicing and collection capabilities for all categories of delinquent and defaulted timeshare loans (including through foreclosure) and (c) is not an Affiliate of the Buyer, and (ii) shall be required to enter into a written backup servicing agreement that is reasonably acceptable to each of Seller and Buyer.
Termination of Backup Servicer. Upon Xxxxx Fargo’ receipt of a Backup Servicer Termination Note from the Deal Agent, Xxxxx Fargo agrees that it will terminate its activities as Backup Servicer hereunder.
Termination of Backup Servicer. Notwithstanding anything to the contrary herein, the Indenture Trustee shall have the right to remove the Backup Servicer with or without cause at any time and replace the Backup Servicer pursuant to the provisions of the Backup Servicing Agreement. In the event that the Indenture Trustee shall exercise its rights to remove and replace Equiant Financial Services Inc. as Backup Servicer or Equiant Financial Services Inc. shall have terminated the Backup Servicing Agreement in accordance with the terms thereof, Equiant Financial Services Inc. shall have no further obligation to perform the duties of the Backup Servicer under this Indenture. In the event of a termination of the Backup Servicing Agreement, the Indenture Trustee, at the written direction of Noteholders representing at least 66-2/3% of the Adjusted Note Balance of each Class of Notes, shall appoint a successor Backup Servicer reasonably acceptable to the Indenture Trustee. Upon the termination or resignation of the Backup Servicer, the Indenture Trustee shall be deemed to represent, warrant and covenant that it will service or engage a subservicer to perform each of the servicing duties and responsibilities described in this Indenture.
Termination of Backup Servicer. 74 TABLE OF CONTENTS (continued) Page SECTION 10.10. Termination of Successor Servicer ................................... 74 ARTICLE XI Termination ................................................................ 75 SECTION 11.1. Optional Repurchase of Receivables and Redemption of the Notes ...... 75
Termination of Backup Servicer. 41 Section 8.02 Termination of Successor Servicer..................................................................... 41 ARTICLE IX MISCELLANEOUS PROVISIONS Section 9.01 Amendment............................................................................................. 41 Section 9.02 Successors and Assigns................................................................................ 42 Section 9.03 No Partnership........................................................................................ 42 Section 9.04 Governing Law......................................................................................... 42 Section 9.05 Notices............................................................................................... 42 Section 9.06 Article and Section Headings; Severability of Provisions; Counterparts................................ 44 Section 9.07 Miscellaneous......................................................................................... 44 Section 9.08 Costs; Expenses....................................................................................... 44 Section 9.09 Third-Party Beneficiaries............................................................................. 44
Termination of Backup Servicer. Notwithstanding anything to the contrary herein, the Noteholders representing at least 66-2/3% of the Aggregate Outstanding Note Balance shall have the right to direct the Indenture Trustee to remove the Backup Servicer with or without cause at any time and replace the Backup Servicer pursuant to the provisions of the Backup Servicing Agreement. In the event that the Noteholders representing at least 66-2/3% of the Aggregate Outstanding Note Balance shall exercise their rights to direct the Indenture Trustee to remove and replace Concord Servicing Corporation as Backup Servicer or Concord Servicing Corporation shall have terminated the Backup Servicing Agreement in accordance with the terms thereof, Concord Servicing Corporation shall have no further obligation to perform the duties of the Backup Servicer under this Indenture. In the event of a termination of the Backup Servicing Agreement, the Noteholders representing at least 66-2/3% of the Aggregate Outstanding Note Balance may appoint a successor Backup Servicer in their sole discretion.
