Common use of Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer Clause in Contracts

Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (i) into which the Asset Representations Reviewer is merged or consolidated, (ii) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iii) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute and deliver to the Issuing Entity, the Servicer, the Administrator and the Indenture Trustee an agreement to assume the Asset Representations Reviewer’s obligations under this ARR Agreement (unless the assumption happens by operation of law). The Asset Representations Reviewer shall deliver to the Issuing Entity, Servicer, Administrator and Indenture Trustee an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 and that all conditions precedent herein provided for relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 38 contracts

Samples: Asset Representations Review Agreement (John Deere Owner Trust 2024-B), Asset Representations Review Agreement (John Deere Owner Trust 2024-B), Asset Representations Review Agreement (John Deere Owner Trust 2024)

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Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (ia) into which the Asset Representations Reviewer is merged or consolidated, (iib) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iiic) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02is an Eligible Asset Representations Reviewer, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute If the Asset Representations Reviewer is not the surviving entity, such successor shall expressly assume, by an agreement supplemental hereto, executed by, and deliver to the Issuing Entitydelivered to, the Servicer, the Administrator WFB, and the Indenture Trustee an agreement Transferor, in a form satisfactory to assume the Servicer, WFB and the Transferor, the performance of every covenant and obligation of the Asset Representations Reviewer’s obligations under this ARR Agreement , as applicable hereunder (unless to the assumption happens by operation extent that any right, covenant or obligation of lawthe Asset Representations Reviewer, as applicable hereunder, is inapplicable to the successor entity, such successor entity shall be subject to such covenant or obligation, or benefit from such right, as would apply, to the extent practicable, to such successor entity). The ; and the Asset Representations Reviewer shall deliver have delivered to the Issuing Entity, Servicer, Administrator WFB, and Indenture Trustee the Transferor an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 6.03, that the successor Asset Representations Reviewer is an Eligible Asset Representations Reviewer, and that all conditions precedent herein provided for relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 3 contracts

Samples: Asset Representations Review Agreement (Cabela's Master Credit Card Trust), Asset Representations Review Agreement (Cabela's Master Credit Card Trust), Asset Representations Review Agreement (Cabela's Master Credit Card Trust)

Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (i) into which the Asset Representations Reviewer is merged or consolidated, (ii) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iii) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute and deliver to ​ ​ the Issuing Entity, the Servicer, the Administrator and the Indenture Trustee an agreement to assume the Asset Representations Reviewer’s obligations under this ARR Agreement (unless the assumption happens by operation of law). The Asset Representations Reviewer shall deliver to the Issuing Entity, Servicer, Administrator and Indenture Trustee an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 and that all conditions precedent herein provided for relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 2 contracts

Samples: Asset Representations Review Agreement (John Deere Owner Trust 2024), Asset Representations Review Agreement (John Deere Owner Trust 2023-B)

Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (ia) into which the Asset Representations Reviewer is merged or consolidated, (iib) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iiic) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02is an Eligible Asset Representations Reviewer, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute If the Asset Representations Reviewer is not the surviving entity, such successor shall expressly assume, by an agreement supplemental hereto, executed by, and deliver to the Issuing Entitydelivered to, the Servicer, the Administrator Capital One, and the Indenture Trustee an agreement Transferor, in a form satisfactory to assume the Servicer, Capital One, and the Transferor, the performance of every covenant and obligation of the Asset Representations Reviewer’s obligations under this ARR Agreement , as applicable hereunder (unless to the assumption happens by operation extent that any right, covenant or obligation of lawthe Asset Representations Reviewer, as applicable hereunder, is inapplicable to the successor entity, such successor entity shall be subject to such covenant or obligation, or benefit from such right, as would apply, to the extent practicable, to such successor entity). The ; and the Asset Representations Reviewer shall deliver have delivered to the Issuing Entity, Servicer, Administrator Capital One, and Indenture Trustee the Transferor an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 6.03, that the successor Asset Representations Reviewer is an Eligible Asset Representations Reviewer, and that all conditions precedent herein provided for relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Capital One Master Trust), Asset Representations Review Agreement (Capital One Master Trust)

Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (ia) into which the Asset Representations Reviewer is merged or consolidated, (iib) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iiic) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02is an Eligible Asset Representations Reviewer, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute If the Asset Representations Reviewer is not the surviving entity, such successor shall expressly assume, by an agreement supplemental hereto, executed by, and deliver to the Issuing Entitydelivered to, the Servicer, the Administrator BANA, and the Indenture Trustee an agreement Transferor, in a form satisfactory to assume the Servicer, BANA, and the Transferor, the performance of every covenant and obligation of the Asset Representations Reviewer’s obligations under this ARR Agreement , as applicable hereunder (unless to the assumption happens by operation extent that any right, covenant or obligation of lawthe Asset Representations Reviewer, as applicable hereunder, is inapplicable to the successor entity, such successor entity shall be subject to such covenant or obligation, or benefit from such right, as would apply, to the extent practicable, to such successor entity). The ; and the Asset Representations Reviewer shall deliver have delivered to the Issuing Entity, Servicer, Administrator BANA, and Indenture Trustee the Transferor an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 6.03, that the successor Asset Representations Reviewer is an Eligible Asset Representations Reviewer, and that all conditions precedent herein provided for relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (BA Credit Card Trust), Receivables Purchase Agreement (BA Master Credit Card Trust II)

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Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (i) into which the Asset Representations Reviewer is merged or consolidated, (ii) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iii) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute and deliver to the Issuing Entity, the Servicer, the Administrator and the Indenture Trustee an agreement to assume the Asset Representations Reviewer’s obligations under this ARR Agreement (unless the assumption happens by operation of law). The Asset Representations Reviewer shall deliver to the Issuing Entity, Servicer, Administrator and Indenture Trustee an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 and that all conditions precedent herein provided for the relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 2 contracts

Samples: Asset Representations Review Agreement (John Deere Owner Trust 2016), Asset Representations Review Agreement (John Deere Owner Trust 2016)

Merger or Consolidation of, or Assumption of the Obligations of, the Asset Representations Reviewer. Any Person (i) into which the Asset Representations Reviewer is merged or consolidated, (ii) resulting from any merger or consolidation to which the Asset Representations Reviewer is a party or (iii) succeeding to the business of the Asset Representations Reviewer, if that Person meets the eligibility requirements set forth in Section 2.02, will be the successor to the Asset Representations Reviewer under this ARR Agreement. Such Person will execute and deliver to the Issuing Entity, the Servicer, the Administrator and the Indenture Trustee an agreement to assume the Asset Representations Reviewer’s obligations under this ARR Agreement (unless the assumption happens by operation of law). The Asset Representations Reviewer shall deliver to the Issuing Entity, Servicer, Administrator and Indenture Trustee an officer’s certificate of the Asset Representations Reviewer to the effect that such consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 6.03 and that all conditions precedent herein provided for relating to such transaction have been complied with and an Opinion of Counsel that such supplemental agreement is legal, valid and binding with respect to the Asset Representations Reviewer.

Appears in 1 contract

Samples: Asset Representations Review Agreement (John Deere Owner Trust 2023-B)

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