Action by Trustee. Upon any application or request by the Seller or Servicer to the Trustee to take any action under any provision under this Agreement, the Seller or Servicer, as the case may be, shall furnish to the Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such Counsel all such conditions precedent, if any, have been complied with. The Trustee shall be entitled to conclusively rely on the Officer's Certificate or the Opinion of Counsel, as the case may be, as authority for any action undertaken in connection therewith.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Deutsche Floorplan Receivables L P), Pooling and Servicing Agreement (Federal Mogul Corp), Pooling and Servicing Agreement (Distribution Financial Services Floorplan Master Trust)
Action by Trustee. Upon any application or request by ----------------- the Seller or Servicer to the Trustee to take any action under any provision under this Agreement, the Seller or Servicer, as the case may be, shall furnish to the Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and an Opinion of Counsel 110 stating that in the opinion of such Counsel all such conditions precedent, if any, have been complied with. The Trustee shall be entitled to conclusively rely on the Officer's Certificate or the Opinion of Counsel, as the case may be, as authority for any action undertaken in connection therewith.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Deutsche Floorplan Receivables L P)
Action by Trustee. Upon any application or request by ----------------- the Seller Transferor or Master Servicer to the Trustee to take any action under any provision under this Agreement, the Seller Transferor or Master Servicer, as the case may be, shall furnish to the Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such Counsel all such conditions precedent, if any, have been complied with. The Trustee shall be entitled to conclusively rely on the Officer's Certificate or the Opinion of Counsel, as the case may be, as authority for any action undertaken in connection therewith.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Ford Credit Auto Receivables LLC)
