Replacement of the Manager. The Manager may not resign -------------------------- from its obligations and duties as the Manager, nor may the Manager be terminated in whole or in part, unless a successor Manager ("Successor Manager") has been appointed by the Company (or, in the case of a removal of the Manager upon the occurrence of the event described under Section 8.2(f), the Owner Trustees) with the approval of the Owner Trustees, the Owner Participants and the Indenture Trustees, and such Successor Manager has accepted such appointment and, the Company has received written confirmation from the Rating Agencies that, after giving effect to the selection of the Successor Manager, no lowering or withdrawal of the then current ratings on the Certificates will occur. Any Successor Manager shall be a nationally known corporation incorporated in the United States which is engaged in the railcar leasing or management business, be capable of performing the services under the Agreement and have a net worth in excess of $50,000,000. Any Successor Manager, however appointed, shall execute and deliver to the Company and to the predecessor Manager an instrument accepting such appointment, including customary confidentiality provisions in favor of the predecessor Manager and the Company, and thereupon such Successor Manager, without further act, shall become vested with all the rights, powers, duties and trusts of the predecessor Manager hereunder with like effect as if originally named the Manager herein.
Appears in 1 contract
Sources: Operation, Maintenance, Servicing and Remarketing Agreement (General American Railcar Corp Ii)
Replacement of the Manager. The Manager may not resign from -------------------------- from its obligations and duties as the Manager, nor may the Manager be terminated in whole or in part, unless a successor Manager ("Successor Manager") has been appointed by the Company (or, in the case of a removal of the Manager upon the occurrence of the event described under Section 8.2(f), the Owner Trustees) with the approval of the Owner Trustees, the Owner Participants and the Indenture Trustees, and such Successor Manager has accepted such appointment and, the Company has received written confirmation from the Rating Agencies that, after giving effect to the selection of the Successor Manager, no lowering or withdrawal of the then current ratings on the Certificates will occur. Any Successor Manager shall be a nationally known corporation incorporated in the United States which is engaged in the railcar leasing or management business, be capable of performing the services under the Agreement and have a net worth in excess of $50,000,000. Any Successor Manager, however appointed, shall execute and deliver to the Company and to the predecessor Manager an instrument accepting such appointment, including customary confidentiality provisions in favor of the predecessor Manager and the Company, and thereupon such Successor Manager, without further act, shall become vested with all the rights, powers, duties and trusts of the predecessor Manager hereunder with like effect as if originally named the Manager herein.
Appears in 1 contract
Sources: Operation, Maintenance, Servicing and Remarketing Agreement (General American Railcar Corp Ii)