delivered to the Indenture Trustee so removed and one copy to the successor
Indenture Trustee.
Any resignation or removal of the Indenture Trustee and appointment of a
successor trustee pursuant to any of the provisions of this Section shall become
effective upon acceptance of appointment by the successor trustee as provided in
Section 908 hereof.
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SECTION 908.
SUCCESSOR INDENTURE TRUSTEE.
ANY SUCCESSOR INDENTURE TRUSTEE
APPOINTED AS PROVIDED IN SECTION 907 HEREOF SHALL EXECUTE, ACKNOWLEDGE AND
DELIVER TO THE ISSUER AND TO ITS PREDECESSOR INDENTURE TRUSTEE AN INSTRUMENT
ACCEPTING SUCH APPOINTMENT HEREUNDER, AND THEREUPON THE RESIGNATION OR REMOVAL
OF THE PREDECESSOR INDENTURE TRUSTEE SHALL BECOME EFFECTIVE AND SUCH SUCCESSOR
INDENTURE TRUSTEE, WITHOUT ANY FURTHER ACT, DEED OR CONVEYANCE, SHALL BECOME
FULLY VESTED WITH ALL THE RIGHTS, POWERS, DUTIES AND OBLIGATIONS OF ITS
PREDECESSOR HEREUNDER, WITH LIKE EFFECT AS IF ORIGINALLY NAMED AS THE INDENTURE
TRUSTEE HEREIN.
THE PREDECESSOR INDENTURE TRUSTEE SHALL DELIVER TO THE
SUCCESSOR INDENTURE TRUSTEE ALL DOCUMENTS RELATING TO THE COLLATERAL, IF ANY,
DELIVERED TO IT, TOGETHER WITH ANY AMOUNT REMAINING IN THE TRUST ACCOUNT,
RESTRICTED CASH ACCOUNT AND ANY OTHER SERIES ACCOUNTS.
IN ADDITION, THE
PREDECESSOR INDENTURE TRUSTEE AND, UPON REQUEST OF THE SUCCESSOR INDENTURE
TRUSTEE, THE ISSUER SHALL EXECUTE AND DELIVER SUCH INSTRUMENTS AND DO SUCH OTHER
THINGS AS MAY REASONABLY BE REQUIRED FOR MORE FULLY AND CERTAINLY VESTING AND
CONFIRMING IN THE SUCCESSOR INDENTURE TRUSTEE ALL SUCH RIGHTS, POWERS, DUTIES
AND OBLIGATIONS.
No successor Indenture Trustee shall accept appointment as provided in this
Section 908 unless at the time of such acceptance such successor Indenture
Trustee shall be eligible under the provisions of Section 906 hereof and shall
be acceptable to the Requisite Global Majority.
Upon acceptance of appointment by a successor Indenture Trustee as provided in
this Section 908, the Issuer shall mail notice of the succession of such
Indenture Trustee hereunder to all Noteholders at their addresses as shown in
the registration books maintained by the Indenture Trustee.
If the Issuer fails
to mail such notice within 10 days after acceptance of appointment by the
successor Indenture Trustee, the successor Indenture Trustee shall cause such
notice to be mailed at the expense of the Issuer.
SECTION 909.
MERGER OR CONSOLIDATION OF INDENTURE TRUSTEE.
ANY CORPORATION
INTO WHICH THE INDENTURE TRUSTEE MAY BE MERGED OR CONVERTED OR WITH WHICH IT MAY
BE CONSOLIDATED, OR ANY CORPORATION RESULTING FROM ANY MERGER, CONVERSION OR
CONSOLIDATION TO WHICH THE INDENTURE TRUSTEE SHALL BE A PARTY, OR ANY
CORPORATION SUCCEEDING TO THE BUSINESS OF THE INDENTURE TRUSTEE, SHALL BE THE
SUCCESSOR OF THE INDENTURE TRUSTEE HEREUNDER, PROVIDED SUCH CORPORATION SHALL BE
ELIGIBLE UNDER THE PROVISIONS OF SECTION 906 HEREOF, WITHOUT THE EXECUTION OR
FILING OF ANY PAPER OR ANY FURTHER ACT ON THE PART OF ANY OF THE PARTIES HERETO,
ANYTHING HEREIN TO THE CONTRARY NOTWITHSTANDING.
SECTION 910.
SEPARATE INDENTURE TRUSTEES, CO-INDENTURE TRUSTEES AND
CUSTODIANS.
IF THE INDENTURE TRUSTEE IS NOT CAPABLE OF ACTING OUTSIDE THE
UNITED STATES OF AMERICA, IT SHALL HAVE THE POWER FROM TIME