Common use of Seller May Own Certificates or Notes Clause in Contracts

Seller May Own Certificates or Notes. The Seller and any Affiliate thereof may in its individual or any other capacity become the owner or pledgee of Certificates or the Notes with the same rights as it would have if it were not the Seller or an Affiliate thereof, except as expressly provided herein or in any other Basic Document. Notwithstanding the foregoing, the Seller will not sell the Certificates except (a) to an entity that is not an Affiliate of the Seller or (b) to an Affiliate of the Seller that (i) is a subsidiary of Credit, the Certificate of Incorporation of which contains restrictions substantially similar to the restrictions contained in the Certificate of Incorporation of the Seller and (ii) has provided an opinion of counsel regarding substantive consolidation of such Affiliate with Credit in the event of a bankruptcy filing by Credit which is substantially similar to the opinion of counsel provided by Seller on the Closing Date, and which may be subject to the same assumptions and qualifications as that opinion.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Case Receivables Ii Inc), Sale and Servicing Agreement (Case Receivables Ii Inc)

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Seller May Own Certificates or Notes. The Seller and any Affiliate thereof may in its individual or any other capacity become the owner or pledgee of Certificates or the Notes with the same rights as it would have if it were not the Seller or an Affiliate thereof, except as expressly provided herein or in any other Basic Document. Notwithstanding the foregoing, the Seller will not sell the Certificates except except: (a) to an entity that is not an Affiliate of the Seller or (b) to an Affiliate of the Seller that that: (i) is a subsidiary of Credit, the Certificate of Incorporation of which contains restrictions substantially similar to the restrictions contained in the Certificate of Incorporation of the Seller Seller, and (ii) has provided an opinion of counsel regarding substantive consolidation of such Affiliate with Credit in the event of a bankruptcy filing by Credit which is substantially similar to the opinion of counsel provided by the Seller on the Closing Date, Date and which may be subject to the same assumptions and qualifications as that opinion.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Case Receivables Ii Inc)

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Seller May Own Certificates or Notes. The Seller and any Affiliate thereof may in its individual or any other capacity become the owner or pledgee of Certificates or the Notes with the same rights as it would have if it were not the Seller or an Affiliate thereof, except as expressly provided herein or in any other Basic Document. Notwithstanding the foregoing, the Seller will not sell the Certificates except (a) to an entity that is not an Affiliate of the Seller or (b) to an Affiliate of the Seller that (i) is a subsidiary of Credit, the Certificate of Incorporation of which contains restrictions substantially similar to the restrictions contained in the Certificate of Incorporation of the Seller and (ii) has provided an opinion of counsel regarding substantive consolidation of such Affiliate with Credit in the event of a bankruptcy filing by Credit which is substantially similar to the opinion of counsel provided by Seller on the Closing DateMarch 18, 1997, and which may be subject to the same assumptions and qualifications as that opinion.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Case Receivables Ii Inc)

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