Common use of Removal of Trustee for Cause Clause in Contracts

Removal of Trustee for Cause. (i) ▇▇▇▇▇▇ ▇▇▇ cannot be removed as Trustee with respect to a Trust. (ii) If a Trustee other than ▇▇▇▇▇▇ Mae is serving as the Trustee, the following events are “Trustee Events of Default”: A. with respect to a Trust, failure on the part of the Trustee duly to observe or perform any other material covenant or agreement on the part of the Trustee set forth in the I-Trust Documents, if such failure continues unremedied for a period of 60 days after the date on which written notice of such failure and a demand to remedy that failure is given to the Trustee by either ▇▇▇▇▇▇ ▇▇▇ or the I-REMIC Interest Holder of the Residual Interest of the related I-REMIC B. the Trustee ceases to be eligible in accordance with the provisions of Section 9.05 and fails to resign; C. the Trustee becomes substantially incapable of acting, or has been determined to be unable under applicable law or regulation to remain as Trustee by either (1) the governmental unit or regulatory entity that has primary supervisory authority for it or (2) a court; D. a decree or order of a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, entered against the Trustee and such decree or order remains in force undischarged or unstayed for a period of 60 days; E. the Trustee consents to the appointment of a conservator, receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceeding relating to the Trustee or to all or substantially all of its property; or F. the Trustee admits in writing its inability to pay its debts generally as they become due, files a petition to invoke any applicable insolvency or reorganization statute, makes an assignment for the benefit of its creditors, or voluntarily suspends payment of its obligations. If at any time a Trustee Event of Default has occurred and is continuing with respect to a Trust, in addition to any rights of removal under Section 9.06(c), ▇▇▇▇▇▇ Mae may, and if directed by the I-REMIC Interest Holder of the Residual Interest of the related I-REMIC, will, remove the Trustee as to such Trust and appoint a successor Trustee by written instrument, one copy of which will be delivered to the Trustee so removed and one copy of which will be delivered to the successor Trustee, and ▇▇▇▇▇▇ ▇▇▇ will give written notice of the successor Trustee to the I-REMIC Interest Holders affected by the succession. Notwithstanding the termination of the Trustee, its liability under the I-Trust Documents arising prior to such termination will survive such termination.

Removal of Trustee for Cause. (i) ▇▇▇▇▇▇ ▇▇▇ cannot be removed as Trustee with respect to a Trust. (ii) If a Trustee other than ▇▇▇▇▇▇ Mae ▇▇▇ is serving as the Trustee, the following events are “Trustee Events of Default”: A. with respect to a Trust, failure on the part of the Trustee duly to observe or perform any other material covenant or agreement on the part of the Trustee set forth in the IQ-Trust Documents, if such failure continues unremedied for a period of 60 days after the date on which written notice of such failure and a demand to remedy that failure is given to the Trustee by either ▇▇▇▇▇▇ ▇▇▇ or the IQ-REMIC R Interest Holder of the Residual Interest of the related IQ-REMIC B. the Trustee ceases to be eligible in accordance with the provisions of Section 9.05 and fails to resign; C. the Trustee becomes substantially incapable of acting, or has been determined to be unable under applicable law or regulation to remain as Trustee by either (1) the governmental unit or regulatory entity that has primary supervisory authority for it or (2) a court; D. a decree or order of a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, entered against the Trustee and such decree or order remains in force undischarged or unstayed for a period of 60 days; E. ▇. the Trustee consents to the appointment of a conservator, receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceeding relating to the Trustee or to all or substantially all of its property; or F. the Trustee admits in writing its inability to pay its debts generally as they become due, files a petition to invoke any applicable insolvency or reorganization statute, makes an assignment for the benefit of its creditors, or voluntarily suspends payment of its obligations. If at any time a Trustee Event of Default has occurred and is continuing with respect to a Trust, in addition to any rights of removal under Section 9.06(c), ▇▇▇▇▇▇ Mae ▇▇▇ may, and if directed by the IQ-REMIC R Interest Holder of the Residual Interest of the related IQ-REMIC, will, remove the Trustee as to such Trust and appoint a successor Trustee by written instrument, one copy of which will be delivered to the Trustee so removed and one copy of which will be delivered to the successor Trustee, and ▇▇▇▇▇▇ ▇▇▇ will give written notice of the successor Trustee to the IQ-REMIC Interest Holders affected by the succession. Notwithstanding the termination of the Trustee, its liability under the IQ-Trust Documents arising prior to such termination will survive such termination.