Common use of Merger, Consolidation, Succession or Assignment Clause in Contracts

Merger, Consolidation, Succession or Assignment. Any Person (a) into which the Administrator is merged or consolidated, (b) resulting from a merger or consolidation to which the Administrator is a party, (c) succeeding to the Administrator’s business or (d) that is an Affiliate of the Administrator to whom the Administrator has assigned this Agreement, will be the successor to the Administrator under this Agreement. Within fifteen (15) Business Days after the merger, consolidation, succession or assignment, such Person will (i) execute an agreement to assume the Administrator’s obligations under this Agreement and each Transaction Document to which the Administrator is a party (unless the assumption happens by operation of Law), (ii) deliver to the Issuer, the Owner Trustee and the Indenture Trustee an Officer’s Certificate and an Opinion of Counsel each stating that the merger, consolidation, succession or assignment and the assumption agreement comply with this Section 3.5 and (iii) notify the Rating Agencies of the merger, consolidation, succession or assignment.

Appears in 17 contracts

Samples: Transfer and Servicing Agreement (Verizon Owner Trust 2020-C), Transfer and Servicing Agreement (Verizon Owner Trust 2020-A), Transfer and Servicing Agreement (Verizon Owner Trust 2020-B)

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Merger, Consolidation, Succession or Assignment. Any Person (a) into which the Administrator is merged or consolidated, (b) resulting from a merger or consolidation to which the Administrator is a party, (c) succeeding to the Administrator’s business or (d) that is an Affiliate of the Administrator to whom the Administrator has assigned this Agreement, will be the successor to the Administrator under this Agreement. Within fifteen (15) Business Days after the merger, consolidation, succession or assignment, such Person will (i) execute an agreement to assume the Administrator’s obligations under this Agreement and each Transaction Document and other Series Related Document to which the Administrator is a party (unless the assumption happens by operation of Law), (ii) deliver to the IssuerTrust, the Owner Trustee and the Indenture Trustee Master Collateral Agent an Officer’s Certificate and an Opinion of Counsel each stating that the merger, consolidation, succession or assignment and the assumption agreement comply with this Section 3.5 and (iii) notify the Rating Agencies (if any) of the merger, consolidation, succession or assignment.

Appears in 3 contracts

Samples: Administration Agreement (Verizon Master Trust), Administration Agreement (Verizon Master Trust), Administration Agreement (Verizon Master Trust)

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Merger, Consolidation, Succession or Assignment. Any Person (a) into which the Administrator is merged or consolidated, (b) resulting from a merger or consolidation to which the Administrator is a party, (c) succeeding to the Administrator’s 's business or (d) that is an Affiliate of the Administrator to whom the Administrator has assigned this Agreement, will be the successor to the Administrator under this Agreement. Within [fifteen (15) )] Business Days after the merger, consolidation, succession or assignment, such Person will (i) execute an agreement to assume the Administrator’s 's obligations under this Agreement and each Transaction Document to which the Administrator is a party (unless the assumption happens by operation of Law), (ii) deliver to the Issuer, the Owner Trustee and the Indenture Trustee an Officer’s 's Certificate and an Opinion of Counsel each stating that the merger, consolidation, succession or assignment and the assumption agreement comply with this Section 3.5 and (iii) notify the Rating Agencies of the merger, consolidation, succession or assignment.

Appears in 1 contract

Samples: Administration Agreement (Verizon ABS LLC)

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