Common use of Merger or Consolidation of, or Assumption of Obligations of Depositor Clause in Contracts

Merger or Consolidation of, or Assumption of Obligations of Depositor. Any Person (a) into which the Depositor is merged or consolidated, (b) resulting from any merger or consolidation to which the Depositor is a party or (c) succeeding to the business of the Depositor, if more than 50% of the voting stock or voting power and 50% or more of the economic equity of such Person is owned, directly or indirectly, by Xxxx, xxxx be the successor to the Depositor under this Agreement without the execution or filing of any document or any further act except those actions required under this Section 4.2. Within 15 Business Days after any such merger, consolidation or succession such Person will (i) execute an agreement of assumption to perform every obligation of the Depositor under this Agreement, (ii) deliver to the Owner Trustee and the Indenture Trustee an Officer’s Certificate and an Opinion of Counsel each stating that such merger, consolidation or succession and such agreement of assumption comply with this Section 4.2, (iii) deliver to the Owner Trustee and the Indenture Trustee an Opinion of Counsel to the effect that either (A) upon the later of the attachment of the security interest and the filing of the necessary financing statements, the security interest in favor of the Issuer in the Sold Assets and the Indenture Trustee in the Collateral will be perfected, or (B) no such action is necessary to preserve and protect such security interest, and (iv) provide notice of such merger, consolidation or succession to the Rating Agencies for each Series.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Ford Credit Floorplan LLC), Sale and Servicing Agreement (Ford Credit Floorplan LLC), Sale and Servicing Agreement (Ford Credit Floorplan Corp)

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