Merger or Consolidation of, or Assumption of the Obligations of, Seller; Certain Limitations. The Seller shall not consolidate with or merge into any other corporation or convey, transfer or lease substantially all of its assets as an entirety to any Person unless the corporation formed by such consolidation or into which the Seller has merged or the Person which acquires by conveyance, transfer or lease substantially all the assets of the Seller as an entirety, can lawfully perform the obligations of the Seller hereunder and executes and delivers to the Issuer, the Trust Agent, the Indenture Trustee and the Insurer an agreement in form and substance reasonably satisfactory to the Issuer, the Trust Agent, the Indenture Trustee and the Insurer, which contains an assumption by such successor entity of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Seller under this Agreement.
Appears in 23 contracts
Samples: Sale and Servicing Agreement (Onyx Acceptance Financial Corp), Sale and Servicing Agreement (Onyx Acceptance Financial Corp), Sale and Servicing Agreement (Onyx Acceptance Financial Corp)
Merger or Consolidation of, or Assumption of the Obligations of, Seller; Certain Limitations. The Seller shall not consolidate with or merge into any other corporation or convey, transfer or lease substantially all of its assets as an entirety to any Person unless the corporation formed by such consolidation or into which the Seller has merged or the Person which acquires by conveyance, transfer or lease substantially all the assets of the Seller as an entirety, can lawfully perform the obligations of the Seller hereunder and executes and delivers to the Issuer, the Trust Agent, Agent and the Indenture Trustee and the Insurer an agreement in form and substance reasonably satisfactory to the Issuer, the Trust Agent, Agent and the Indenture Trustee and the InsurerTrustee, which contains an assumption by such successor entity of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Seller under this Agreement.
Appears in 2 contracts
Samples: Sale and Assignment Agreement (Onyx Acceptance Corp), Sale and Assignment Agreement (Onyx Acceptance Corp)
Merger or Consolidation of, or Assumption of the Obligations of, Seller; Certain Limitations. (a) The Seller shall not consolidate with or merge into any other corporation or convey, transfer or lease substantially all of its assets as an entirety to any Person unless the corporation formed by such consolidation or into which the Seller has merged or the Person which acquires by conveyance, transfer or lease substantially all the assets of the Seller as an entirety, can lawfully perform the obligations of the Seller hereunder and executes and delivers to the Issuer, the Trust 58 Agent, the Indenture Trustee and the Insurer an agreement in form and substance reasonably satisfactory to the Issuer, the Trust Agent, the Indenture Trustee and the Insurer, which contains an assumption by such successor entity of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Seller under this Agreement.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Onyx Acceptance Financial Corp)
Merger or Consolidation of, or Assumption of the Obligations of, Seller; Certain Limitations. (a) The Seller shall not consolidate with or merge into any other corporation or convey, transfer or lease substantially all of its assets as an entirety to any Person unless the corporation formed by such consolidation or into which the Seller has merged or the Person which acquires by conveyance, transfer or lease substantially all the assets of the Seller as an entirety, can lawfully perform the obligations of the Seller hereunder and executes and delivers to the Issuer, the Trust AgentCo-Owner Trustee, the Indenture Trustee and the Insurer an agreement in form and substance reasonably satisfactory to the Issuer, the Trust AgentCo-Owner Trustee, the Indenture Trustee and the Insurer, which contains an assumption by such successor entity of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Seller under this Agreement.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Onyx Acceptance Financial Corp)