Common use of Amendments without Material Adverse Effect Clause in Contracts

Amendments without Material Adverse Effect. Without the consent of the Noteholders, the Issuer and the Indenture Trustee may, and when directed by Issuer Order will, amend this Indenture to add terms to, to change or eliminate the terms of, or to amend (other than the amendments in Section 9.2) the rights of the Noteholders under, this Indenture, if: (i) the Issuer or the Administrator delivers, to the Indenture Trustee an Officer’s Certificate stating that the amendment will not have a material adverse effect on the Notes; (ii) the Issuer delivers an Opinion of Counsel to the Indenture Trustee stating that the amendment will not (A) cause a Note to be considered sold or exchanged for purposes of Section 1001 of the Code, (B) cause the Issuer to be treated as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or (C) adversely affect the treatment of the Notes as debt for U.S. federal income tax purposes; and (iii) the Rating Agency Condition has been satisfied.

Appears in 29 contracts

Samples: Indenture (Ford Credit Auto Owner Trust 2023-B), Indenture (Ford Credit Auto Owner Trust 2023-B), Indenture (Ford Credit Auto Owner Trust 2022-A)

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Amendments without Material Adverse Effect. Without the consent of the Noteholders, the Issuer and the Indenture Trustee may, and when directed by Issuer Order will, amend this Indenture to add terms to, to change or eliminate the terms of, or to amend (other than the amendments in Section 9.2) the rights of the Noteholders under, this Indenture, if: (i) the Issuer or the Administrator delivers, to the Indenture Trustee an Officer’s Certificate stating that the amendment will not have a material adverse effect on the Notes; (ii) the Issuer delivers an Opinion of Counsel to the Indenture Trustee stating that the amendment will not (A) cause a Note to be considered sold or exchanged for purposes of Section 1001 of the Code, (B) cause the Issuer or a Titling Company to be treated as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or (C) adversely affect the treatment of the Notes as debt for U.S. federal income tax purposes; and (iii) the Rating Agency Condition has been satisfied.

Appears in 19 contracts

Samples: Indenture (Ford Credit Auto Lease Trust 2021-B), Indenture (Ford Credit Auto Lease Trust 2021-B), Indenture (Ford Credit Auto Lease Trust 2021-A)

Amendments without Material Adverse Effect. Without the consent of the Noteholders, the Issuer and the Indenture Trustee may, and when directed by Issuer Order will, amend this Indenture to add terms to, to change or eliminate the terms of, or to amend (other than the amendments in Section 9.2) the rights of the Noteholders under, this Indenture, if: (i) the Issuer or the Administrator delivers, to the Indenture Trustee an Officer’s 's Certificate stating that the amendment will not have a material adverse effect on the Notes; (ii) the Issuer delivers an Opinion of Counsel to the Indenture Trustee stating that the amendment will not (A) cause a Note to be considered sold or exchanged for purposes of Section 1001 of the Code, (B) cause the Issuer to be treated as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or (C) adversely affect the treatment of the Notes as debt for U.S. federal income tax purposes; and (iii) the Rating Agency Condition has been satisfied.

Appears in 17 contracts

Samples: Indenture (Ford Credit Auto Owner Trust 2024-D), Indenture (Ford Credit Auto Receivables Two LLC), Indenture (Ford Credit Auto Owner Trust 2024-C)

Amendments without Material Adverse Effect. Without the consent of the Noteholders, the Issuer and the Indenture Trustee may, and when directed by Issuer Order will, amend this Indenture to add terms to, to change or eliminate the terms of, or to amend (other than the amendments in Section 9.2) the rights of the Noteholders under, this Indenture, if: (i) the Issuer or the Administrator delivers, to the Indenture Trustee an Officer’s 's Certificate stating that the amendment will not have a material adverse effect on the Notes; (ii) the Issuer delivers an Opinion of Counsel to the Indenture Trustee stating that the amendment will not (A) cause a Note to be considered sold or exchanged for purposes of Section 1001 of the Code, (B) cause the Issuer or a Titling Company to be treated as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or (C) adversely affect the treatment of the Notes as debt for U.S. federal income tax purposes; and (iii) the Rating Agency Condition has been satisfied.

Appears in 11 contracts

Samples: Indenture (Ford Credit Auto Lease Trust 2024-B), Indenture (Ford Credit Auto Lease Trust 2024-B), Indenture (Ford Credit Auto Lease Trust 2024-A)

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Amendments without Material Adverse Effect. Without the consent of the Noteholders, the Issuer and the Indenture Trustee may, and when directed by Issuer Order will, amend this Indenture to add terms to, to change or eliminate the terms of, or to amend modify (other than the amendments modifications in Section 9.2) the rights of the Noteholders under, this Indenture, if: (i) the Issuer or the Administrator delivers, to the Indenture Trustee an Officer’s Certificate stating that the amendment will not have a material adverse effect on the Notes; (ii) the Issuer delivers an Opinion of Counsel to the Indenture Trustee stating that the amendment will not (A) cause a Note to be considered sold or exchanged for purposes of Section 1001 of the Code, (B) cause the Issuer to be treated as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or (C) adversely affect the treatment of the Notes as debt for U.S. federal income tax purposes; and (iii) the Rating Agency Condition has been satisfied.

Appears in 8 contracts

Samples: Indenture (Ford Credit Auto Owner Trust 2017-A), Indenture (Ford Credit Auto Owner Trust 2017-A), Indenture (Ford Credit Auto Owner Trust 2016-C)

Amendments without Material Adverse Effect. Without the consent of the Noteholders, the Issuer and the Indenture Trustee may, and when directed by Issuer Order will, amend this Indenture to add terms to, to change or eliminate the terms of, or to amend modify (other than the amendments modifications in Section 9.2) the rights of the Noteholders under, this Indenture, if: (i) the Issuer or the Administrator delivers, to the Indenture Trustee an Officer’s Certificate stating that the amendment will not have a material adverse effect on the Notes; (ii) the Issuer delivers an Opinion of Counsel to the Indenture Trustee stating that the amendment will not (A) cause a Note to be considered sold or exchanged for purposes of Section 1001 of the Code, (B) cause the Issuer or a Titling Company to be treated as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or (C) adversely affect the treatment of the Notes as debt for U.S. federal income tax purposes; and (iii) the Rating Agency Condition has been satisfied.

Appears in 7 contracts

Samples: Indenture (Ford Credit Auto Lease Trust 2017-A), Indenture (Ford Credit Auto Lease Two LLC), Indenture (Ford Credit Auto Lease Two LLC)

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