Common use of Conditions Precedent to Issuance by Trust Clause in Contracts

Conditions Precedent to Issuance by Trust. As conditions to the Trustee's authentication and delivery of the Certificates on the Closing Date, the Trustee shall have received the following on or before the Closing Date: (a) The Schedule of Receivables certified by an Executive Officer of the Seller; (b) The acknowledgment (including an exceptions listing, if any) of the Trustee stating that it holds the Receivable Files relating to the Receivables and has reviewed such Receivable Files and such Receivable Files contain the items set forth in Section 2.2(i), (ii) and (iii); (c) Copies of resolutions of the Board of Directors of the Seller approving the execution, delivery and performance of the Seller's Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of the Seller; (d) Copies of resolutions of the Board of Directors of Paragon approving the execution, delivery and performance of its Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of Paragon; and (e) Opinions from Mayer, Brown & Platt and Nancy C. Ferguson, General Xxxxxel xx Xaraxxx, and Hxxxxx Xxxx, XXX xxxx respect to the Trust's first pxxxxxxy xxxfected security interest or ownership interest in the Receivables and the Financed Vehicles and copies of any financing statements which have been or will be attached to such opinions.

Conditions Precedent to Issuance by Trust. As conditions to the Indenture Trustee's authentication and delivery of the Certificates Notes on the Closing Date, the Indenture Trustee and the Insurer shall have received the following on or before the Closing Date: (a) The Schedule of Initial Receivables certified by an Executive Officer of the Seller; (b) The acknowledgment (including an exceptions listing, if any) of the Indenture Trustee stating that it holds the Receivable Files relating to the Initial Receivables and has reviewed such Receivable Files and such Receivable Files contain the items set forth in Section 2.2(i), (ii2.3(a)(i) and (iiiii); (c) Copies of resolutions of the Board of Directors of the Seller Company approving the execution, delivery and performance of the SellerCompany's Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of the SellerCompany; (d) Copies of resolutions of the Board of Directors of Paragon Triad approving the execution, delivery and performance of its Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of Paragon; andTriad; (e) Opinions from Mayer, Brown Dechert Price & Platt Xxxxxx and Nancy C. FergusonXxxxx X. Xxxxx, General Xxxxxel xx XaraxxxCounsel of Triad, and Hxxxxx Xxxx, XXX xxxx local counsel for California with respect to the Trust's first pxxxxxxy xxxfected priority perfected security interest or ownership interest in the Receivables and the Financed Vehicles and copies of any financing statements which have been or will be attached to such opinions; (f) An executed copy of each Related Document; and (g) The executed Note Policy, issued to the Indenture Trustee for the benefit of the Class A Noteholders.

Conditions Precedent to Issuance by Trust. As conditions to the Indenture Trustee's authentication and delivery of the Certificates Notes on the Closing Date, the Indenture Trustee shall have received the following on or before the Closing Date: (a) The Schedule of Receivables certified by an Executive Officer of the Seller; (b) The acknowledgment (including an exceptions listing, if any) of the Indenture Trustee stating that it holds the Receivable Files relating to the Receivables and has reviewed such Receivable Files and such Receivable Files contain the items set forth in Section 2.2(i), (ii2.2(i)(ii) and (iii); (c) Copies of resolutions of the Board of Directors of the Seller approving the execution, delivery and performance of the Seller's Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of the Seller; (d) Copies of resolutions of the Board of Directors of Paragon approving the execution, delivery and performance of its Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of Paragon; and (e) Opinions from Mayer, Brown & Platt and Nancy Xxxxx C. FergusonXxrgusox, General Xxxxxel Xxxxxxx Xxxxxxx xx XaraxxxXxxxgon, and Hxxxxx XxxxHudson Cook, XXX xxxx respect LLP with rxxxxct to the Trust's first pxxxxxxy xxxfected priority perfected security interest or ownership interest in the Receivables and the Financed Vehicles and copies of any financing statements which have been or will be attached to such opinions.

Conditions Precedent to Issuance by Trust. As conditions to the Indenture Trustee's authentication and delivery of the Certificates Notes on the Closing Date, the Indenture Trustee and the Insurer shall have received the following on or before the Closing Date: (a) The Schedule of Initial Receivables certified by an Executive Officer of the Seller; (b) The acknowledgment (including an exceptions listing, if any) of the Indenture Trustee stating that it holds the Receivable Files relating to the Initial Receivables and has reviewed such Receivable Files and such Receivable Files contain the items set forth in Section 2.2(i), (ii2.3(a)(i) and (iiiii); (c) Copies of resolutions of the Board of Directors of the Seller Company approving the execution, delivery and performance of the SellerCompany's Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of the SellerCompany; (d) Copies of resolutions of the Board of Directors of Paragon Triad approving the execution, delivery and performance of its Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of Paragon; andTriad; (e) Opinions from MayerDechert Price & Rhoaxx xxx Helex X. Xxxxx, Brown & Platt and Nancy C. Ferguson, General Xxxxxel xx XaraxxxXxneral Counsel of Triad, and Hxxxxx Xxxx, XXX xxxx local counsel for California with respect to the Trust's first pxxxxxxy xxxfected priority perfected security interest or ownership interest in the Receivables and the Financed Vehicles and copies of any financing statements which have been or will be attached to such opinions; (f) An executed copy of each Related Document; and (g) The executed Note Policy, issued to the Indenture Trustee for the benefit of the Noteholders.

Conditions Precedent to Issuance by Trust. As conditions to the Indenture Trustee's authentication and delivery of the Certificates Notes on the Closing Date, the Indenture Trustee shall have received the following on or before the Closing Date: (a) The Schedule of Receivables certified by an Executive Officer of the Seller; (b) The acknowledgment (including an exceptions listing, if any) of the Indenture Trustee stating that it holds the Receivable Files relating to the Receivables and has reviewed such Receivable Files and such Receivable Files contain the items set forth in Section 2.2(i), (ii) and (iii); (c) Copies of resolutions of the Board of Directors of the Seller approving the execution, delivery and performance of the Seller's Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of the Seller; (d) Copies of resolutions of the Board of Directors of Paragon approving the execution, delivery and performance of its Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of Paragon; and (e) Opinions from Mayer, Brown & Platt and Nancy C. Ferguson, General Xxxxxel xx XaraxxxCoxxxxx ox Xxxagox, and Hxxxxx xxd Hudxxx Xxxx, XXX xxxx respect to the Trust's first pxxxxxxy xxxfected prixxxxx pxxxxcted security interest or ownership interest in the Receivables and the Financed Vehicles and copies of any financing statements which have been or will be attached to such opinions.

Conditions Precedent to Issuance by Trust. As conditions to the Indenture Trustee's authentication and delivery of the Certificates Notes on the Closing Date, the Indenture Trustee and the Insurer shall have received the following on or before the Closing Date: (a) The Schedule of Initial Receivables certified by an Executive Officer of the Seller; (b) The acknowledgment (including an exceptions listing, if any) of the Indenture Trustee stating that it holds the Receivable Files relating to the Initial Receivables and has reviewed such Receivable Files and such Receivable Files contain the items set forth in Section 2.2(i), (iiSECTION 2.3(a)(i) and (iiiii); (c) Copies of resolutions of the Board of Directors of the Seller Company approving the execution, delivery and performance of the SellerCompany's Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of the SellerCompany; (d) Copies of resolutions of the Board of Directors of Paragon Triad approving the execution, delivery and performance of its Related Documents and the transactions contemplated hereby and thereby, certified by a Secretary or an Assistant Secretary of Paragon; andTriad; (e) Opinions from Mayer, Brown Dechert Price & Platt Xxxxxx and Nancy C. FergusonXxxxx X. Xxxxx, General Xxxxxel xx XaraxxxCounsel of Triad, and Hxxxxx Xxxx, XXX xxxx local counsel for California with respect to the Trust's first pxxxxxxy xxxfected priority perfected security interest or ownership interest in the Receivables and the Financed Vehicles and copies of any financing statements which have been or will be attached to such opinions; (f) An executed copy of each Related Document; and (g) The executed Note Policy, issued to the Indenture Trustee for the benefit of the Noteholders.