Common use of Effective Period, Termination, and Amendment; Interpretive and Additional Provisions Clause in Contracts

Effective Period, Termination, and Amendment; Interpretive and Additional Provisions. (a) This COLT Custodian Agreement shall become effective as of the date hereof, shall continue in full force and effect until terminated as hereinafter provided. (b) This COLT Custodian Agreement may be amended by the COLT Custodian and COLT (i) to cure any ambiguity, (ii) to correct or supplement any provision in this COLT Custodian Agreement that may be defective or inconsistent with any other provision of this COLT Custodian Agreement, or (iii) to add, change or eliminate any other provision of this COLT Custodian Agreement in any manner that shall not adversely affect in any material respect the interests of the COLT 2007-SN1 Secured Noteholders or the COLT 2007-SN1 Certificateholder. (c) This Agreement may also be amended from time to time by the COLT Custodian and COLT with the consent of the Holders of a majority of the then Outstanding Amount of the COLT 2007-SN1 Secured Notes and the COLT 2007-SN1 Certificateholder, which consent, whether given pursuant to this Section 9 or pursuant to any other provision herein, shall be conclusive and binding on such Persons and on all future holders of COLT 2007-SN1 Certificates and COLT 2007-SN1 Secured Notes for the purpose of adding any provisions to this COLT Custodian Agreement or changing in any manner or eliminating any of the provisions of this COLT Custodian Agreement, or of modifying in any manner the rights of the COLT 2007-SN1 Certificateholder or COLT 2007-SN1 Secured Noteholders; provided, however, that no such amendment shall (i) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on the Series 2007-SN1 Lease Assets or distributions that shall be required to be made on any COLT 2007-SN1 Secured Note, or (ii) reduce the percentage in this Section 9 required to consent to any action or amendment, without the consent of all of the holders of the COLT 2007-SN1 Secured Notes then outstanding. (d) Prior to the execution of any amendment or consent pursuant to this Section 9, the COLT Custodian shall furnish written notice of the substance of such amendment or consent to the Rating Agencies (if any Rated Notes are outstanding), each COLT 2007-SN1 Secured Noteholder and the COLT 2007-SN1 Certificateholder. (e) It shall not be necessary for the consent of the COLT 2007-SN1 Secured Noteholders or the COLT 2007-SN1 Certificateholder pursuant to Section 9(c) to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of the COLT 2007-SN1 Secured Noteholders or the COLT 2007-SN1 Certificateholder provided for in this COLT Custodian Agreement) and of evidencing the authorization of the execution thereof by the COLT 2007-SN1 Secured Noteholders and the COLT 2007-SN1 Certificateholder shall be subject to such reasonable requirements as the COLT Indenture Trustee or the COLT Owner Trustee may prescribe, including the establishment of record dates. (f) This COLT Custodian Agreement may be terminated by either party by written notice to the other party and the consent of the holders of a majority of the then Outstanding Amount of the COLT 2007-SN1 Secured Notes, which consent, whether given pursuant to this Section 9 or pursuant to any other provision herein shall be conclusive and binding on such Persons and on all future holders of COLT 2007-SN1 Secured Notes, such termination to take effect no sooner than 60 days after the date of such notice. Notwithstanding the foregoing, if GMAC resigns as the Servicer under the COLT 2007-SN1 Basic Documents or if all of the rights and obligations of the Servicer have been terminated under the COLT Servicing Agreement, this COLT Custodian Agreement shall immediately terminate. COLT is granting a security interest in its rights under this COLT Custodian Agreement in connection with the CARAT 2007-SN1 transaction. COLT also acknowledges that the CARAT Indenture Trustee will be granted a security interest in that grant. As soon as practicable after the termination of this COLT Custodian Agreement, the COLT Custodian shall deliver the Series 2007-SN1 Lease Asset Files described herein to the CARAT Indenture Trustee or the agent of the CARAT Indenture Trustee at such place or places the CARAT Indenture Trustee may reasonably designate, if both a CARAT Event of Default and a COLT Event of Default have occurred and are continuing, and otherwise to the COLT Indenture Trustee or the agent of the COLT Indenture Trustee at such place or places as the COLT Indenture Trustee may reasonably designate.

Effective Period, Termination, and Amendment; Interpretive and Additional Provisions. (a) This COLT Custodian Agreement shall become effective as of the date hereof, shall continue in full force and effect until terminated as hereinafter provided. (b) This COLT Custodian Agreement may be amended by the COLT Custodian and COLT (i) to cure any ambiguity, (ii) to correct or supplement any provision in this COLT Custodian Agreement that may be defective or inconsistent with any other provision of this COLT Custodian Agreement, or (iii) to add, change or eliminate any other provision of this COLT Custodian Agreement in any manner that shall not adversely affect in any material respect the interests of the COLT 20072005-SN1 Secured Noteholders or the COLT 20072005-SN1 Certificateholder. (c) This Agreement may also be amended from time to time by the COLT Custodian and COLT with the consent of the COLT 2005-SN1 Certificateholder, if the COLT 2005-SN1 Certificateholder is any Person other than GMAC or an Affiliate of GMAC, and the Holders of a majority of the then Outstanding Amount of the COLT 20072005-SN1 Secured Notes and the COLT 2007-SN1 CertificateholderNotes, which consent, whether given pursuant to this Section 9 8 or pursuant to any other provision herein, shall be conclusive and binding on such Persons and on all future holders of COLT 20072005-SN1 Certificates and COLT 20072005-SN1 Secured Notes for the purpose of adding any provisions to this COLT Custodian Agreement or changing in any manner or eliminating any of the provisions of this COLT Custodian Agreement, or of modifying in any manner the rights of the COLT 20072005-SN1 Certificateholder or COLT 20072005-SN1 Secured Noteholders; provided, however, that no such amendment shall (i) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on the Series 20072005-SN1 Lease Assets or distributions that shall be required to be made on any COLT 20072005-SN1 Secured Note, or (ii) reduce the percentage in this Section 9 8 required to consent to any action or amendment, without the consent of all of the holders of the COLT 20072005-SN1 Secured Notes then outstanding. (d) Prior to the execution of any amendment or consent pursuant to this Section 98, the COLT Custodian shall furnish written notice of the substance of such amendment or consent to the Rating Agencies (if any Rated Notes are outstanding)Agencies, each COLT 20072005-SN1 Secured Noteholder and the COLT 20072005-SN1 Certificateholder. (e) It shall not be necessary for the consent of the COLT 20072005-SN1 Secured Noteholders or the COLT 20072005-SN1 Certificateholder pursuant to Section 9(c8(c) to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of the COLT 20072005-SN1 Secured Noteholders or the COLT 20072005-SN1 Certificateholder provided for in this COLT Custodian Agreement) and of evidencing the authorization of the execution thereof by the COLT 20072005-SN1 Secured Noteholders and the COLT 20072005-SN1 Certificateholder shall be subject to such reasonable requirements as the COLT Indenture Trustee or the COLT Owner Trustee may prescribe, including the establishment of record dates. (f) This COLT Custodian Agreement may be terminated by either party by written notice to the other party and the consent of the holders of a majority of the then Outstanding Amount of the COLT 20072005-SN1 Secured Notes, which consent, whether given pursuant to this Section 9 8 or pursuant to any other provision herein shall be conclusive and binding on such Persons and on all future holders of COLT 20072005-SN1 Secured Notes, such termination to take effect no sooner than 60 days after the date of such notice. Notwithstanding the foregoing, if GMAC General Motors Acceptance Corporation resigns as the Servicer under the COLT 2007Series 2005-SN1 Basic Documents or if all of the rights and obligations of the Servicer have been terminated under the COLT Servicing Agreement, this COLT Custodian Agreement shall immediately terminate. may be terminated by COLT is granting a security interest in or by any Persons to whom COLT has assigned its rights under this COLT Custodian Agreement in connection with the CARAT 2007-SN1 transaction. COLT also acknowledges that the CARAT Indenture Trustee will be granted a security interest in that granthereunder. As soon as practicable after the termination of this COLT Custodian Agreement, the COLT Custodian shall deliver the Series 20072005-SN1 Lease Asset Files described herein to the CARAT Indenture Trustee COLT or the COLT's agent of the CARAT Indenture Trustee at such place or places the CARAT Indenture Trustee may reasonably designate, if both a CARAT Event of Default and a COLT Event of Default have occurred and are continuing, and otherwise to the COLT Indenture Trustee or the agent of the COLT Indenture Trustee at such place or places as the COLT Indenture Trustee may reasonably designate.

Effective Period, Termination, and Amendment; Interpretive and Additional Provisions. (a) This COLT Custodian Agreement shall become effective as of the date hereof, shall continue in full force and effect until terminated as hereinafter provided. (b) This COLT Custodian Agreement may be amended by the COLT Custodian and COLT (i) to cure any ambiguity, (ii) to correct or supplement any provision in this COLT Custodian Agreement that may be defective or inconsistent with any other provision of this COLT Custodian Agreement, or (iii) to add, change or eliminate any other provision of this COLT Custodian Agreement in any manner that shall not not, adversely affect in any material respect the interests of the COLT 2007-SN1 200_-__ Secured Noteholders or the COLT 2007-SN1 CertificateholderNoteholders. (c) This Agreement may also be amended from time to time by the COLT Custodian and COLT with the consent of the Holders holders of a majority of the then Outstanding Amount of the COLT 2007-SN1 200_-__ Secured Notes and the COLT 2007-SN1 CertificateholderNotes, which consent, whether given pursuant to this Section 9 8 or pursuant to any other provision herein, shall be conclusive and binding on such Persons and on all future holders of COLT 2007-SN1 200_-__ Certificates and COLT 2007-SN1 200 - Secured Notes for the purpose of adding any provisions to this COLT Custodian Agreement or changing in any manner or eliminating any of the provisions of this COLT Custodian Agreement, or of modifying in any manner the rights of the COLT 2007-SN1 200_-__ Certificateholder or COLT 2007-SN1 200_-__ Secured Noteholders; provided, however, that no such amendment shall (i) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on the Series 2007-SN1 200_-__ Lease Assets or distributions that shall be required to be made on any COLT 2007-SN1 200_-__ Secured Note, or (ii) reduce the percentage in this Section 9 8 required to consent to any action or amendment, without the consent of all of the holders of the COLT 2007-SN1 200_-__ Secured Notes then outstanding. (d) Prior to the execution of any amendment or consent pursuant to this Section 98, the COLT Custodian shall furnish written notice of the substance of such amendment or consent to the Rating Agencies (if any Rated Notes are outstanding), and each COLT 2007-SN1 200_-__ Secured Noteholder and the COLT 2007-SN1 CertificateholderNoteholder. (e) It shall not be necessary for the consent of the COLT 2007-SN1 200_-__ Secured Noteholders or the COLT 2007-SN1 Certificateholder pursuant to Section 9(c8(c) to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of the COLT 2007-SN1 200_-__ Secured Noteholders or the COLT 2007-SN1 Certificateholder provided for in this COLT Custodian Agreement) and of evidencing the authorization of the execution thereof by the COLT 2007-SN1 200_-__ Secured Noteholders and the COLT 2007-SN1 Certificateholder shall be subject to such reasonable requirements as the COLT Indenture Trustee or the COLT Owner Trustee may prescribe, including the establishment of record dates. (f) This COLT Custodian Agreement may be terminated by either party by written notice to the other party and the consent of the holders of a majority of the then Outstanding Amount of the COLT 2007-SN1 200__-___ Secured Notes, which consent, whether given pursuant to this Section 9 8 or pursuant to any other provision herein shall be conclusive and binding on such Persons and on all future holders of COLT 2007-SN1 200__-___ Secured Notes, such termination to take effect no sooner than 60 sixty (60) days after the date of such notice. Notwithstanding the foregoing, if GMAC General Motors Acceptance Corporation resigns as the Servicer under the COLT 2007-SN1 Series 200 - Basic Documents or if all of the rights and obligations of the Servicer have been terminated under the COLT Servicing Agreement, this COLT Custodian Agreement shall immediately terminate. may be terminated by COLT is granting a security interest in or by any Persons to whom COLT has assigned its rights under this COLT Custodian Agreement in connection with the CARAT 2007-SN1 transaction. COLT also acknowledges that the CARAT Indenture Trustee will be granted a security interest in that granthereunder. As soon as practicable after the termination of this COLT Custodian Agreement, the COLT Custodian shall deliver the Series 2007-SN1 200 - Lease Asset Assets Files described herein to the CARAT Indenture Trustee COLT or the COLT's agent of the CARAT Indenture Trustee at such place or places the CARAT Indenture Trustee may reasonably designate, if both a CARAT Event of Default and a COLT Event of Default have occurred and are continuing, and otherwise to the COLT Indenture Trustee or the agent of the COLT Indenture Trustee at such place or places as the COLT Indenture Trustee may reasonably designate.