Administrator Defaults Clause Samples

The "Administrator Defaults" clause defines the consequences and procedures that apply if the administrator under an agreement fails to perform their required duties or breaches their obligations. Typically, this clause outlines what constitutes a default, such as failure to make payments, mismanagement of funds, or neglecting administrative responsibilities, and specifies the steps that other parties may take in response, such as issuing notices, appointing a replacement, or triggering remedies. Its core practical function is to protect the interests of the parties by ensuring accountability and providing a clear process for addressing and resolving failures by the administrator.
Administrator Defaults. Each of the following shall constitute an “Administrator Default”: (a) any failure by the Administrator to deliver to the AART Indenture Trustee for deposit in any of the Designated Accounts any required payment or to direct the AART Indenture Trustee to make any required distributions therefrom, which failure continues unremedied for a period of five (5) Business Days after (x) written notice is received by the Administrator from the AART Indenture Trustee or the AART Owner Trustee or (y) discovery of such failure by an officer of the Administrator; (b) any failure on the part of the Administrator to duly observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement (other than Section 4.08), the AART Indenture or the Trust Agreement, which failure (i) materially and adversely affects the rights of the Noteholders or the Certificateholders and (ii) continues unremedied for a period of ninety (90) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the AART Indenture Trustee or the AART Owner Trustee, or to the Administrator, the AART Indenture Trustee and the AART Owner Trustee by Noteholders whose Notes evidence not less than 25% of the Outstanding Amount of the Controlling Class as of the close of the preceding Distribution Date or by Certificateholders whose Certificates evidence not less than 25% of the Voting Interests as of the close of the preceding Distribution Date; (c) the entry of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator for the Administrator, in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of ninety (90) consecutive days; or (d) the consent by the Administrator to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, or similar proceedings of or relating to the Administrator or of or relating to substantially all of its property; or the Administrator shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorg...
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Administrator Defaults. Any of the following events shall constitute an "Administrator Default": (a) any failure by the Administrator in its capacity as Administrator to make any payment, transfer or deposit, or deliver any report, required by any Transaction Document to be made by it or to give instructions or to give notice to the Trustee to make such payment, transfer or deposit, which failure continues unremedied (A) in the case of distributions of interest to the Certificateholders or the delivery of such reports, for three Business Days and (B) in the payments not included in clause (A) above, for five Business Days after the date on which an Authorized Officer of the Administrator has actual knowledge of such failure; 45 (b) failure on the part of the Administrator duly to observe or perform in any material respect any other covenants or agreements of the Administrator set forth in this Agreement or any other Transaction Document, which failure has a Material Adverse Effect and continues unremedied for a period of 30 days after the earlier to occur of (i) the date on which the Administrator has knowledge thereof and (ii) the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the Trustee, or to the Administrator and the Trustee by any Certificateholder; (c) the Administrator shall assign its duties under this Agreement, except as permitted by Sections 3.01(b) and 8.03; (d) any representation, warranty or certification made by the Administrator in any Transaction Document or in any certificate or other document or instrument delivered pursuant to any Transaction Document shall prove to have been incorrect in any material respect when made or delivered, which has a material adverse effect on the Certificateholders of any Series and which material adverse effect continues unremedied for a period of 30 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Administrator by the Trustee, or to the Administrator and the Trustee by any Certificateholder; or (e) any Event of Bankruptcy shall occur with respect to the Administrator. (f) the Administrator, Master Servicer or Servicer or any Affiliate thereof or any other Person (as such terms are defined in the applicable Transaction Documents and Trust Documents) is terminated or not continued as administrator, servicer or master servicer under any of the Trust Documents or under any securi...
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Administrator Defaults. 60 Section 10.02 Trustee to Act; Appointment of Successor..................... 62 Section 10.03 Notification of Administrator Default; Notification of Appointment of Successor Administrator............................................. 65 ARTICLE XI THE TRUSTEE Section 11.01 Duties of Trustee............................................ 65 Section 11.02 Certain Matters Affecting the Trustee........................ 69 Section 11.03 Limitation on Liability of Trustee........................... 71 Section 11.04 Trustee May Deal with Other Parties.......................... 72 Section 11.05 Administrator To Pay Trustee's Fees and Expenses.................................................. 72 Section 11.06 Eligibility Requirements for Trustee......................... 73 Section 11.07 Resignation or Removal of Trustee............................ 74 Section 11.08 Successor Trustee............................................ 75 Section 11.09 Merger or Consolidation of Trustee........................... 75 Section 11.10 Appointment of Co-Trustee or Separate Trustee................................................... 76 Section 11.11
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Administrator Defaults. 45 Section 10.02 Trustee to Act; Appointment of Successor .............................................................47 Section 10.03 Notification Of Administrator Default: Notification of Appointment of Successor Administrator ........................................................................................................49 ARTICLE XI
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Related to Administrator Defaults

  • Administrator Default If any one of the following events (an "Administrator Default") shall occur and be continuing: (a) (i) in the event that daily deposits into the Collection Account are not required, any failure by the Administrator to deliver to the Indenture Trustee for deposit in the Trust Accounts any Available Funds required to be paid on or before the Business Day immediately preceding any Monthly Servicing Payment Date or Distribution Date, as applicable, or (ii) any failure by the Administrator to direct the Indenture Trustee to make any required distributions from either of the Trust Accounts, which failure in case of either clause (i) or (ii) continues unremedied for five Business Days after written notice of such failure is received by the Administrator from the Indenture Trustee or the Trustee or after discovery of such failure by an officer of the Administrator; (b) any failure by the Administrator duly to observe or to perform in any material respect any other term, covenant or agreement of the Administrator set forth in this Agreement or any other Basic Document, which failure shall (i) materially and adversely affect the rights of Noteholders or Certificateholders and (ii) continue unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given (A) to the Administrator by the Indenture Trustee or the Trustee or (B) to the Administrator, the Indenture Trustee and the Trustee by the Noteholders or Certificateholders, as applicable, representing not less than 50% of the Outstanding Amount of the Controlling Notes or 50% of the outstanding Certificates (including any Certificates owned by the Depositor); or (c) an Insolvency Event occurs with respect to the Administrator; then, and in each and every case, so long as the Administrator Default shall not have been remedied, either the Indenture Trustee or the Noteholders evidencing not less than a majority of the Outstanding Amount of the Controlling Notes, by notice then given in writing to the Administrator (and to the Indenture Trustee and the Trustee if given by the Noteholders) may terminate all the rights and obligations (other than the obligations set forth in Section 4.02) of the Administrator under this Agreement. On or after the receipt by the Administrator of such written notice, all authority and power of the Administrator under this Agreement, whether with respect to the Notes, the Certificates, the Trust Student Loans or otherwise, shall, without further action, pass to and be vested in the Indenture Trustee or such successor Administrator as may be appointed under Section 5.02; and, without limitation, the Indenture Trustee and the Trustee are hereby authorized and empowered to execute and deliver, for the benefit of the predecessor Administrator, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination. The predecessor Administrator shall cooperate with the successor Administrator, the Indenture Trustee and the Trustee in effecting the termination of the responsibilities and rights of the predecessor Administrator under this Agreement. All reasonable costs and expenses (including attorneys' fees) incurred in connection with amending this Agreement to reflect such succession as Administrator pursuant to this Section shall be paid by the predecessor Administrator (other than the Indenture Trustee acting as the Administrator under this Section 5.01) upon presentation of reasonable documentation of such costs and expenses. Upon receipt of notice of the occurrence of an Administrator Default, the Trustee shall give notice thereof to the Rating Agencies.

  • Contractor Default Failure of the Contractor, which has neither been remedied nor waived, to perform or otherwise to comply with the terms of the Construction Contract.

  • Administrator Duties The Administrator has a duty to perform or observe all tasks to be performed or observed by the Administrator contained in this Agreement or otherwise.

  • Termination for Default The Commonwealth may terminate this Agreement by notice where it reasonably believes the Grantee: (a) has breached this Agreement; or (b) has provided false or misleading statements in their application for the Grant; or (c) has become bankrupt or insolvent, entered into a scheme of arrangement with creditors, or come under any form of external administration.

  • Notice of Servicer Default The Servicer shall deliver to the Issuer, the Indenture Trustee, the CPUC and the Rating Agencies, promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice of any event which with the giving of notice or lapse of time, or both, would become a Servicer Default under Section 7.01.