Common use of Dissolution of the Issuer Clause in Contracts

Dissolution of the Issuer. Upon dissolution of the Issuer, the Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Statute. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Administrator, in the absence of actual knowledge of any other claim against the Issuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. At the direction of the Administrator, the Owner Trustee shall (i), upon surrender of the outstanding Certificates or as otherwise provided in Section 9.1(c), cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Section 9.1 hereof, and (ii) cause the Certificate of Trust to be cancelled by executing and filing, at the expense of the Depositor, a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Statute, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.

Appears in 6 contracts

Samples: Trust Agreement (Fifth Third Holdings Funding, LLC), Trust Agreement (Fifth Third Holdings Funding, LLC), Trust Agreement (Fifth Third Auto Trust 2019-1)

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Dissolution of the Issuer. Upon dissolution of the Issuer, the Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust StatuteAct. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Administrator, in the absence of actual knowledge of any other claim against the Issuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. At the direction of the Administrator, the Owner Trustee shall (i)Trustee, upon surrender of the outstanding Certificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Section 9.1 hereof, hereof and (ii) shall cause the Certificate of Trust to be cancelled by executing and filing, at the expense of the Depositor, filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust StatuteAct, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.

Appears in 5 contracts

Samples: Trust Agreement (Fifth Third Auto Trust 2015-1), Trust Agreement (Fifth Third Auto Trust 2014-3), Trust Agreement (Fifth Third Auto Trust 2014-2)

Dissolution of the Issuer. Upon dissolution of the Issuer, the Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Statute. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Administrator, in the absence of actual knowledge of any other claim against the Issuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. At the written direction of the Administrator, the Owner Trustee shall (i), upon surrender of the outstanding Certificates or as otherwise provided in Section 9.1(c), cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Section 9.1 hereof, and (ii) cause the Certificate of Trust to be cancelled by executing and filing, at the expense of the Depositor, a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Statute, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.

Appears in 2 contracts

Samples: Trust Agreement (Fifth Third Auto Trust 2023-1), Trust Agreement (Fifth Third Auto Trust 2023-1)

Dissolution of the Issuer. Upon dissolution of the Issuer, the Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust StatuteAct. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Administrator, in the absence of actual knowledge of any other claim against the Issuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. At the direction of the Administrator, the Owner Trustee shall (i), upon surrender of the outstanding Certificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Section 9.1 hereof, hereof and (ii) shall cause the Certificate of Trust to be cancelled by executing and filing, at the expense of the Depositor, filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust StatuteAct, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.

Appears in 1 contract

Samples: Trust Agreement (Fifth Third Holdings Funding, LLC)

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Dissolution of the Issuer. Upon dissolution of the Issuer, the Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust StatuteAct. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Administrator, in the absence of actual knowledge of any other claim against the Issuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. At the direction of the Administrator, the Owner Trustee shall (i)Trustee, upon surrender of the outstanding Certificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Section 9.1 hereof, hereof and (ii) shall cause the Certificate of Trust to be cancelled by executing and filing, at the expense of the Depositor, filing a certificate of cancellation with the Delaware Secretary of State in accordance with the 25 Amended and Restated Trust Agreement (2013-A) provisions of Section 3810 of the Statutory Trust StatuteAct, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.

Appears in 1 contract

Samples: Trust Agreement (Fifth Third Auto Trust 2013-A)

Dissolution of the Issuer. Upon dissolution of the Issuer, the Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust StatuteAct. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Administrator, in the absence of actual knowledge of any other claim against the Issuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. At the direction of the Administrator, the Owner Trustee shall (i)Trustee, upon surrender of the outstanding Certificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Section 9.1 hereof, hereof and (ii) shall cause the Certificate of Trust to be cancelled by executing and filing, at the expense of the Depositor, filing a certificate of cancellation with the Delaware Secretary of State in accordance with the 24 Amended and Restated provisions of Section 3810 of the Statutory Trust StatuteAct, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.

Appears in 1 contract

Samples: Trust Agreement (Fifth Third Holdings Funding, LLC)

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