Common use of THE SUCCESSOR TRUSTEE Clause in Contracts

THE SUCCESSOR TRUSTEE. SECTION 3.1. Successor Trustee hereby represents and warrants to Resigning Trustee and to the Company that: (a) Successor Trustee is qualified and eligible under the provisions of Article Six of the Indenture and under the Trust Indenture Act to act as Trustee under the Indenture. In making this representation and warranty, the Successor Trustee is relying upon the representations and warranties of both the Resigning Trustee and the Company regarding the Indenture. (b) This Agreement has been duly authorized, executed and delivered on behalf of Successor Trustee and constitutes its legal, valid and binding obligation. SECTION 3.2. Successor Trustee hereby accepts its appointment as successor Trustee, Paying Agent and Security Registrar under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held under the Indenture and accepts the rights, powers, trusts, duties and obligations of Resigning Trustee as Trustee, Paying Agent and Security Registrar, under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held under the Indenture, upon the terms and conditions set forth therein, with like effect as if originally named as Trustee, Paying Agent and Security Registrar under the Indenture. SECTION 3.3. References in the Indenture to "Corporate Trust Office" or other similar terms shall be deemed to refer to the Corporate Trust Office of Successor Trustee at 140 Brxxxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000 xx any other office of Successor Trustee at which, at any particular time, its corporate trust business shall be administered.

THE SUCCESSOR TRUSTEE. SECTION SECTION 3.1. Successor Trustee hereby represents and warrants to Resigning Trustee and to the Company that: (a) Successor Trustee is qualified and eligible under the provisions of Article Six Seven of the Indenture and under the Trust Indenture Act to act as Trustee under the Indenture. In making this representation and warranty, the Successor Trustee is relying upon the representations and warranties of both the Resigning Trustee and the Company regarding the Indenture. (b) This Agreement has been duly authorized, executed and delivered on behalf of Successor Trustee and constitutes its legal, valid and binding obligation. SECTION 3.2. (a) Successor Trustee hereby accepts its appointment as successor Trustee, Paying Agent and Security Registrar under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held under the Indenture and accepts the rights, powers, trusts, duties and obligations of Resigning Trustee as Trustee, Paying Agent and Security Registrar, under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held under the Indenture, upon the terms and conditions set forth therein, with like effect as if originally named as Trustee, Paying Agent and Security Registrar under the Indenture from the effective date of its appointment forward. (b) Within a reasonable time after the effective date of this Agreement, the successor Trustee shall cause a notice, substantially in the form of Exhibit C annexed hereto, to be sent to each Holder of the Securities in accordance with the provisions of Section 7.08 of the Indenture. SECTION 3.3. References in the Indenture to "Corporate Trust Office" or other similar terms shall be deemed to refer to the Corporate Trust Office of Successor Trustee at 140 Brxxxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000 xx any other office of Successor Trustee at which, at any particular time, its corporate trust business shall be administered.

THE SUCCESSOR TRUSTEE. SECTION 3.14.1. The Successor Trustee hereby represents and warrants to the Resigning Trustee Trustee, to the Servicer and to the Company Seller, as of the date hereof or as of such other date as is expressly referenced hereunder, that: (a) The Successor Trustee is qualified a corporation organized, existing and eligible authorized to engage in the business of banking under the provisions of Article Six laws of the Indenture State of Delaware, and under the Trust Indenture Act to act as Trustee under the Indenture. In making this representation and warrantyits principal corporate trust office is located in Newark, the Successor Trustee is relying upon the representations and warranties of both the Resigning Trustee and the Company regarding the IndentureDelaware. (b) The Successor Trustee is an entity that satisfies the eligibility requirements of Section 11.06 of the Pooling and Servicing Agreement. (c) The Successor Trustee has full power, authority and right to execute, deliver and perform this Agreement, and has taken all necessary action to authorize the execution, delivery and performance by it of this Agreement. (d) This Agreement has been duly authorized, executed and delivered on behalf of Successor Trustee and constitutes its the legal, valid and binding obligationobligation of the Successor Trustee, enforceable in accordance with its terms against the Successor Trustee, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereinafter in effect, affecting the enforceability of creditors’ rights in general and as such enforceability may be limited by general principles of equity (whether in a proceeding at law or in equity). SECTION 3.24.2. The Successor Trustee hereby accepts its appointment as successor Trustee, Transfer Agent and Registrar and Paying Agent and Security Registrar under the Indenture with respect to all Securities heretofore or hereafter authenticated Pooling and delivered pursuant thereto and all property and money held or to be held under the Indenture Servicing Agreement and accepts the rights, powers, trusts, properties, duties and obligations of the Resigning Trustee as Trustee, Transfer Agent and Registrar and Paying Agent and Security Registrar, under the Indenture with respect to all Securities heretofore or hereafter authenticated Pooling and delivered pursuant thereto and all property and money held or to be held under the IndentureServicing Agreement, upon the terms and conditions set forth therein, from and after the date hereof or such other date as is expressly referenced hereunder with like effect as if originally named as Trustee under the Pooling and Servicing Agreement. The Successor Trustee shall execute and deliver such further instruments as shall be provided to it and shall do such other things as the parties hereto may reasonably require so as to (a) more fully and certainly vest and confirm in the Successor Trustee all the rights, powers and trusts hereby assigned, transferred, delivered and confirmed to the Successor Trustee and (b) more fully enable the Successor Trustee to perform all of its duties and obligations under the Pooling and Servicing Agreement as Trustee, Paying Transfer Agent and Security Registrar under the Indentureand Paying Agent. SECTION 3.34.3. References Promptly on or after the effective date as provided in Section 5.2 of this Agreement, the Successor Trustee shall cause a notice, substantially in the Indenture form of Exhibit C annexed hereto, to "Corporate Trust Office" or other similar terms be sent to all Investor Certificateholders in accordance with the provisions of Section 11.08(c) of the Pooling and Servicing Agreement. 4.4. The Successor Trustee maintains its corporate trust office at Wxxxx Xxxx Center, Rxxxx 000, Xxxxxx, Xxxxxxxx 00000, which shall be deemed to refer to the Corporate Trust Office for purposes of the Pooling and Servicing Agreement and Section 11.16 thereof. 4.5. The Successor Trustee, in its capacity as successor Paying Agent under the Pooling and Servicing Agreement, agrees that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders, or as otherwise expressly provided in the Pooling and Servicing Agreement. 4.6. Under Section 11.02(f) of the Pooling and Servicing Agreement, the Successor Trustee at 140 Brxxxxxxmay exercise its powers and perform its duties by or through such attorneys, Xxx Xxxxagents or custodians, Xxx Xxxx 00000either Affiliates or non-0000 xx any other office affiliates, as it shall appoint (including, without limitation, The Bank of Successor Trustee at which, at any particular time, its corporate trust business shall be administeredNew York).

THE SUCCESSOR TRUSTEE. SECTION 3.1. 5.1 Successor Trustee hereby represents and warrants to Resigning Trustee Trustee, Resigning Depository Agent, the City, the Authority and to the Company District that: (a) Successor Trustee is qualified not disqualified under the provisions of Section 8.01(e) and is eligible under the provisions of Article Six Section 8.01(e) of the Indenture and under the Trust Indenture Act Indentures to act as Authority Trustee and District Trustee under the Indenture. In making this representation Indentures and warranty, is qualified to act as Depository Agent under each of the Successor Trustee is relying upon the representations and warranties of both the Resigning Trustee and the Company regarding the IndentureDepository Agreements. (b) This Agreement has been duly authorized, executed and delivered on behalf of Successor Trustee and constitutes its legal, valid and binding obligation, enforceable in accordance with its terms. SECTION 3.2. 5.2 Successor Trustee hereby accepts its appointment as successor Trustee, Paying Agent Authority Trustee and Security Registrar District Trustee under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held under the Indenture Indentures and accepts the rights, powers, trusts, privileges, immunities, duties and obligations of Resigning Trustee as Trustee, Paying Agent Authority Trustee and Security Registrar, District Trustee under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held under the IndentureIndentures, upon the terms and conditions set forth therein, with like effect as if originally named as Trustee, Paying Agent Authority Trustee and Security Registrar District Trustee under the IndentureIndentures. Further, Successor Trustee hereby accepts its appointment as successor Depository Agent under each of the Depository Agreements and accepts the rights, powers, trusts, duties and obligations of Resigning Depository Agent as Depository Agent under each of the Depository Agreements, upon the terms and conditions set forth therein, with like effect as if originally named as Depository Agent under each of the Depository Agreements. SECTION 3.3. 5.3 References in the Indenture Indentures to "Corporate “Trust Office" ” or other similar terms shall be deemed to refer to the Corporate Trust Office of Successor Trustee at 140 Brxxxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000 xx any other designated corporate trust office of Successor Trustee Trustee, which is presently located at which000 Xxxx Xxxxxx Xxxxx, at any particular timeXxxxx 000, its corporate trust business shall be administeredXxxxx Xxxx, XX 00000 Attn: Corporate Trust Department.

THE SUCCESSOR TRUSTEE. SECTION 3.1. 3.1 Successor Trustee hereby represents and warrants to Resigning Trustee and to the Company that: (a) Successor Trustee is qualified and eligible under the provisions of Article Six Section 7.10 of the Indenture and under the Trust Indenture Act to act as Trustee under the Indenture. In making this representation and warranty, the Successor Trustee is relying upon the representations and warranties of both the Resigning Trustee and the Company regarding the Indenture.; and (b) This Agreement has been duly authorized, executed and delivered on behalf of Successor Trustee and constitutes its legal, valid and binding obligation, enforceable in accordance with its terms. SECTION 3.2. Successor Trustee 3.2 Wilmington Savings Fund Society, FSB, hereby accepts its appointment as successor Trustee, Registrar, Paying Agent and Security Registrar Custodian under the Indenture with respect to all Securities heretofore or hereafter authenticated Indenture, and delivered pursuant thereto and all property and money held or to be held as Second Lien Representative under the Indenture Intercreditor Agreement, and accepts the rights, powers, trusts, and duties and obligations of Resigning Trustee as Trustee, Registrar, Paying Agent and Security Registrar, under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held Custodian under the Indenture, and as Second Lien Representative under the Intercreditor Agreement, upon the terms and conditions set forth therein, with like effect as if originally named as Trustee, Registrar, Paying Agent and Security Registrar Custodian under the Indenture and Second Lien Representative under the Intercreditor Agreement. 3.3 Promptly after the Effective Date of this Agreement, the Successor Trustee shall cause a notice, substantially in the form of Exhibit B annexed hereto, to be sent to each Holder of the Notes in accordance with the provisions of Section 7.08 of the Indenture. SECTION 3.3. 3.4 References in the Indenture to "the “Corporate Trust Office" Office of the Trustee” or other similar terms as well as the details for the Trustee contained in Section 13.02 of the Indenture shall be deemed to refer to the Corporate Trust Office of Successor Trustee at 140 Brxxxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000 xx any other designated corporate trust office of Successor Trustee, which is presently located at 000 Xxxxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000, Attention Xxxxxxx Xxxxxx, Facsimile No. (000) 000-0000. 3.5 Commencing on the Effective Date, the Successor Trustee at which, at any particular time, its corporate trust business shall be administeredentitled to receive its trustee fees on the terms set forth in a separate fee letter, dated March 17, 2016, between the Company and the Successor Trustee. All provisions of the Indenture providing for the payment of fees and expenses and providing indemnities for the benefit of the Trustee, the Paying Agent, the Registrar and the Custodian shall remain in full force and effect for the benefit of the Successor Trustee, in each case, to the extent provided under the Indenture.

THE SUCCESSOR TRUSTEE. SECTION 3.1. 3.1 Successor Trustee hereby represents and warrants to Resigning Trustee and to the Company that: (a) Successor Trustee is qualified not disqualified under the provisions of Section 709 and is eligible under the provisions of Article Six Section 709 of the Indenture and under the Trust Indenture Act to act as Trustee under the Indenture. In making this representation and warranty, the Successor Trustee is relying upon the representations and warranties of both the Resigning Trustee and the Company regarding the Indenture. (b) This Agreement has been duly authorized, executed and delivered on behalf of Successor Trustee and constitutes its legal, valid and binding obligation, enforceable in accordance with its terms, except as the enforceability of this Agreement may be limited by bankruptcy, insolvency or other similar laws of general application affecting the enforcement of creditor’s rights or by general principles of equity limiting the availability of equitable remedies. SECTION 3.2. 3.2 Effective as of the First Effective Date, Successor Trustee hereby accepts its appointment as successor Trustee, Paying Agent and Security Registrar under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held Trustee under the Indenture and accepts the rights, powers, trusts, trusts and duties and obligations of Resigning Trustee as Trustee, Paying Agent and Security Registrar, under the Indenture with respect to all Securities heretofore or hereafter authenticated and delivered pursuant thereto and all property and money held or to be held Trustee under the Indenture, upon the terms and conditions set forth therein, with like effect as if originally named as TrusteeTrustee under the Indenture. Effective as of the Second Effective Date, Successor Trustee hereby accepts its appointment as successor Registrar, Paying Agent and Security Registrar Custodian under the Indenture and accepts the rights, powers and duties as Registrar, Paying Agent and Custodian under the Indenture, upon the terms and conditions set forth therein, with like effect as if originally named as Registrar, Paying Agent and Custodian under the Indenture. SECTION 3.3. 3.3 References in the Indenture to "“Office of the Trustee”, “Corporate Trust Office" ” or other similar terms shall be deemed to refer to the Corporate Trust Office of Successor Trustee at 140 Brxxxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000 xx any other designated corporate trust office of Successor Trustee Trustee, which is presently located at which00000 Xxxxx Xxxxxx Xxxxxxx, at any particular timeXxxxx 000, its corporate trust business shall be administeredXxxxxx, Xxxxx 00000.