Servicer Resignation. The Servicer may not resign from the duties and obligations hereby imposed on it under this Indenture and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f) hereof.
Appears in 2 contracts
Sources: Third Amended and Restated Indenture and Servicing Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Indenture and Servicing Agreement (Marriott Vacations Worldwide Corp)
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until (i) the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder, and (ii) the Indenture Trustee shall have received written confirmation from the Rating Agency that such action will not cause the Rating Agency to reduce, qualify or withdraw the then current rating assigned to any Class of Notes. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.16(f) hereof.
Appears in 2 contracts
Sources: Indenture (Diamond Resorts Parent, LLC), Indenture (Diamond Resorts Parent, LLC)
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until (a) the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder, and (b) the Indenture Trustee shall have received the consent of the Administrative Agent. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.4(b) hereof.
Appears in 2 contracts
Sources: Indenture (Diamond Resorts Corp), Indenture (Diamond Resorts Corp)
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements until (a) the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until the Successor successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder, and (b) the Indenture Trustee shall have received confirmation from the Rating Agencies that such action will not result in a downgrade or withdrawal of any of the ratings assigned to the Notes. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.4(b) hereofhereunder.
Appears in 1 contract
Sources: Indenture (Sunterra Corp)
Servicer Resignation. The Servicer may shall not resign from the its obligations and duties and obligations hereby imposed on it under this Indenture and Servicing Agreement unless it determines except upon a determination that by reason of a change in legal or regulatory requirements the performance of its duties hereunder is no longer permissible under this applicable law. Any such determination permitting the resignation of the Servicer shall be evidenced as to the immediately preceding sentence by an opinion of counsel to such effect delivered to the Issuer, the Seller and the Indenture and Servicing Agreement would cause it to be in violation of Trustee. No such requirements. Such resignation shall not be become effective until the a Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder. Upon the effective date of such resignation, the Servicer shall comply in accordance with Section 5.19(f) hereof6.10 of this Agreement.
Appears in 1 contract
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until (a) the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder. , (b) the Indenture Trustee shall have received the consent of the Administrative Agent and (c) the Indenture Trustee shall have provided written notice of such resignation to S&P. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.4(b) hereof.
Appears in 1 contract
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f) hereof.
Appears in 1 contract
Sources: Indenture and Servicing Agreement (Marriott Vacations Worldwide Corp)
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until (i) the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder, and (ii) the Indenture Trustee shall have received written confirmation from the Rating Agency that such action will not cause the Rating Agency to reduce, qualify or withdraw the then current rating assigned to the Notes. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.16(f) hereof.
Appears in 1 contract
Sources: Indenture (Diamond Resorts Corp)
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until (a) the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder, and (b) the Indenture Trustee shall have KL2 2878899.10 received the consent of the Administrative Agent. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.4(b) hereof.
Appears in 1 contract
Servicer Resignation. The Servicer may shall not resign from the duties and obligations hereby imposed on it under this Indenture unless and Servicing Agreement unless it determines that by reason of a change in legal or regulatory requirements the performance of its duties under this Indenture and Servicing Agreement would cause it to be in violation of such requirements. Such resignation shall not be effective until (a) the Successor Servicer shall have assumed the responsibilities and obligations of the Servicer hereunder, and (b) the Indenture Trustee shall have received the consent of the Agent. Upon the effective date of such resignation, the Servicer shall comply with Section 5.19(f5.4(b) hereof.
Appears in 1 contract