Common use of Servicer Not to Resign Clause in Contracts

Servicer Not to Resign. Subject to the provisions of Section 8.03, Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee shall have assumed the responsibilities and rights of the predecessor Servicer in accordance with Section 8.04.

Servicer Not to Resign. Subject to the provisions of Section 8.03, Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee a successor shall have assumed the responsibilities and rights of the predecessor Servicer in accordance with Section 8.04.

Servicer Not to Resign. Subject to the provisions of Section 8.03, Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee a successor servicer shall have assumed the responsibilities and rights of the predecessor Servicer in accordance with Section 8.04.

Servicer Not to Resign. Subject to the provisions of Section 8.037.03, the Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon a determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee or a successor Servicer shall have assumed the responsibilities and rights obligations of the predecessor Servicer in accordance with Section 8.048.02.

Servicer Not to Resign. Subject to the provisions of Section SECTION 8.03, Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee shall have assumed the responsibilities and rights of the predecessor Servicer in accordance with Section SECTION 8.04.

Servicer Not to Resign. Subject to the provisions of Section 8.03, The Servicer shall not resign from the its obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law, compliance with which could not be realized without material adverse impact on the Servicer's financial condition. Notice of any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee Trustees and the Indenture Trustee Rating Agencies at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such noticeTrustee. No such resignation shall become effective until the Indenture Trustee or a successor Servicer shall have assumed the responsibilities and rights obligations of the predecessor Servicer in accordance with Section 8.049.02.

Servicer Not to Resign. Subject to the provisions of Section 8.03, The Servicer shall not resign from the its obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law, compliance with which could not be realized without material adverse impact on the Servicer's financial condition. Notice of any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee Sellers, the Trustees and the Indenture Trustee Rating Agencies at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee Sellers and the Indenture Trustee concurrently with or promptly after such noticeTrustees. No such resignation shall become effective until the Indenture Trustee a successor Servicer shall have assumed the responsibilities and rights obligations of the predecessor Servicer in accordance with Section 8.048.2 hereof.

Servicer Not to Resign. Subject to the provisions of Section SECTION 8.03, Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee a Successor Servicer shall have assumed the responsibilities and rights of the predecessor Servicer in accordance with Section SECTION 8.04.

Servicer Not to Resign. Subject to Except in accordance with Section 5.05 hereof, the provisions of Section 8.03, Servicer shall not assign this Agreement or resign from the obligations and duties hereby imposed on it as except by mutual consent of the Servicer under this Agreement except and the Contract Owner Representative or upon (i) the failure of a Contract Owner or the Contract Owner Representative to duly observe or perform in any material respect any of its covenants or agreements hereunder or (ii) the determination that the performance of its duties under this Agreement shall hereunder are no longer be permissible under applicable lawlaw and such incapacity cannot be cured by the Servicer. Notice of any Any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Contract Owner Trustee Representative, which Opinion of Counsel shall be in form and substance acceptable to the Indenture Trustee concurrently with or promptly after such noticeContract Owner Representative. No such resignation shall become effective until the Indenture Trustee Contract Owner Representative or its designee shall have assumed the Servicer's responsibilities and rights of the predecessor Servicer in accordance with Section 8.04obligations hereunder.

Servicer Not to Resign. Subject to the provisions of Section 8.03, The Servicer shall not resign from the its obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of law (any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Security Insurer). Notice of any such determination permitting the resignation of the Servicer, shall be communicated to the Trustee, the Security Insurer and the Rating Agencies at the earliest practicable time and any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee or other successor Servicer shall have assumed the responsibilities and rights obligations of the predecessor Servicer in accordance with Section 8.049.2.

Servicer Not to Resign. Subject to the provisions of ---------------------- Section 8.037.03, the Servicer shall not resign from the obligations and duties hereby imposed on it as Servicer under this Agreement except upon a determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law. Notice of any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee and the Indenture Trustee at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee concurrently with or promptly after such notice. No such resignation shall become effective until the Indenture Trustee or a successor Servicer shall have assumed the responsibilities and rights obligations of the predecessor Servicer in accordance with Section 8.048.02.

Servicer Not to Resign. Subject to the provisions of Section 8.03, The Servicer shall not resign from the its obligations and duties hereby imposed on it as Servicer under this Agreement except upon determination that the performance of its duties under this Agreement shall no longer be permissible under applicable law, compliance with which could not be realized without material adverse impact on the Servicer's financial condition. Notice of any such determination permitting the resignation of the Servicer shall be communicated to the Owner Trustee Trustees, the Insurer and the Indenture Trustee Rating Agencies at the earliest practicable time (and, if such communication is not in writing, shall be confirmed in writing at the earliest practicable time) and any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee Trustees and the Indenture Trustee concurrently with or promptly after such noticeInsurer. No such resignation shall become effective until the Indenture Trustee or a successor Servicer shall have assumed the responsibilities and rights obligations of the predecessor Servicer in accordance with Section 8.049.02 hereof.