Common use of Resignation of Servicer Clause in Contracts

Resignation of Servicer. Ford Credit may not resign as Servicer, except: (a) upon determination that (i) the performance of its duties under this Agreement is no longer permissible under Applicable Law and (ii) there is no reasonable action that the Servicer could take to make the performance of its duties under this Agreement permissible under Applicable Law; or (b) upon the appointment of a Successor Servicer pursuant to Section 6.2. Any determination permitting the resignation of the Servicer under Section 5.4(a)(i) must be evidenced by an Opinion of Counsel to such effect delivered to the Owner Trustee and the Indenture Trustee. No resignation under Section 5.4(a) will become effective until a Successor Servicer has been appointed under Section 6.2.