Common use of Successor or Transferee Clause in Contracts

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all of the properties or assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.09(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.09(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.10, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall will succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer hereinin this Indenture. (b) Upon a conveyance or transfer sale of all or substantially all of the assets and properties of the Issuer pursuant to Section 3.16(b)3.10, the Issuer will be released from every covenant and agreement of this Indenture to be performed or observed or performed on the part of by the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a310(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all of the properties or assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.10, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall will succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer hereinin this Indenture. (b) Upon a conveyance or transfer sale of all or substantially all of the assets and properties of the Issuer pursuant to Section 3.16(b)3.10, the Issuer will be released from every covenant and agreement of this Indenture to be performed or observed or performed on the part of by the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.11(l), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of and have every obligation of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.11(k), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Bonds immediately upon the delivery of written notice to the Indenture Trustee and the Bond Insurer of such conveyance or transfertransfer and approval of such transaction given by the Bond Insurer to the Indenture Trustee.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)) above, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b)) above, the Issuer will shall be released from every covenant and agreement (except such obligations that survive such transfer) of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee and the Securities Administrator of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a any conveyance or transfer of all the properties and assets and properties of the Issuer pursuant to in accordance with Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferand the Depositor stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.09(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to in accordance with Section 3.16(b3.09(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.15(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.15(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Bonds immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.09(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to Section 3.16(b3.09(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Bonds immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of from the Person acquiring such conveyance or transferassets and properties stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.19(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.19(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferthat the Issuer is to be so released.

Successor or Transferee. (a) Upon If there is any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.10, the Person formed by or surviving such the consolidation or merger (if other than the Issuer) shall will succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such the Person had been named as the Issuer hereinin this Indenture. (b) Upon If there is a conveyance or transfer sale of all or substantially all of the assets and properties of the Issuer pursuant to under Section 3.16(b)3.10, the Issuer will be released from every covenant and agreement of this Indenture to be performed or observed or performed on the part of by the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.19(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all of the assets and properties of the Issuer pursuant to Section 3.16(b3.19(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.13(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.13(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon On any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.10, the Person formed by or surviving such the consolidation or merger (if other than the Issuer) shall will succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such that Person had been named as the Issuer hereinin this Indenture. (b) Upon On a conveyance or transfer sale of all or substantially all of the assets and properties of the Issuer pursuant to under Section 3.16(b)3.10, the Issuer will be released from every covenant and agreement of this Indenture to be performed or observed or performed on the part of by the Issuer with respect to for the Notes immediately upon on the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Securityholders immediately upon the delivery of written notice to the Indenture Trustee of from the Person acquiring such conveyance or transferassets and properties stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.15(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.15(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee and the Note Insurer of such conveyance or transfertransfer and approval of such transaction given by the Note Insurer to the Indenture Trustee.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes [and the Interest Rate [Swap][Cap] Agreement] immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.17, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all of the assets and or properties of the Issuer pursuant to Section 3.16(b)3.17, the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(asubsection 3.19(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all of the assets and properties of the Issuer pursuant to Section 3.16(bsubsection 3.19(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes or the Hedge Agreements immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.10, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of any sale by the Issuer pursuant to of substantially all of its assets in a sale which complies with Section 3.16(b)3.10, the Issuer PECO Energy Transition Trust will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon Transition Bonds and from every covenant and agreement of the delivery Sale Agreement and the Servicing Agreement to be observed or performed on the part of written notice to the Indenture Trustee of such conveyance or transferIssuer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Bonds immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferconveyance.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.08(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to in accordance with Section 3.16(b3.08(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.17, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all of the assets and or properties of the Issuer pursuant to Section 3.16(b)3.17, the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee and the Note Insurer of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Trust is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had has been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes and the Interest Rate Swap Agreement immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person it had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the its part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that it is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of from the Person acquiring such conveyance or transferassets and properties stating the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.9(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.9(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferTrustee, the Noteholders and the Facility Administrator stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted sub- stituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Bonds immediately upon the delivery of written notice to the Indenture Trustee and the Bond Insurer of such conveyance or transfertransfer and approval of such transaction given by the Bond Insurer to the Indenture Trustee.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.14(b), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.14(c), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferis to be so released.

Successor or Transferee. (a) Upon any consolidation or ----------------------- merger of the Issuer in accordance with Section 3.16(a3.19(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.19(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferthat the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.15(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.15(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee and the Insurer of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.14(b), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted sub- stituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.14(c), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferis to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)‎Section 3.19(a) hereof, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all of the assets and properties of the Issuer pursuant to Section 3.16(b)‎Section 3.19(b) hereof, the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (ba) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Indenture Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.Notes

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all of the properties or assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferand the Insurer stating that the Issuer is to be so released.

Successor or Transferee. (a) a Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) b Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes Securityholders immediately upon the delivery of written notice to the Indenture Trustee of from the Person acquiring such conveyance or transferassets and properties stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger ----------------------- of the Issuer in accordance with this Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to this Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(j), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of and have every obligation of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer hereinoriginal Issuer. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(j), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and or properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(j), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of and have every obligation of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer hereinoriginal Issuer. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(j), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice from the Issuer to the Indenture Trustee of such conveyance or transferand the Note Insurer stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)) above, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b)) above, the Issuer will shall be released from every covenant and agreement (except such obligations that survive such transfer) of this Indenture to be observed or performed on the part of the Issuer with respect to the Class A Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or ----------------------- merger of the Issuer in accordance with Section 3.16(a3.19(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture and any Terms Supplement with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.19(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferthat the Issuer is to be so released.

Successor or Transferee. (a1) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b2) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer Credit Acceptance Auto Loan Trust 2021-3 will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice from the Issuer to the Indenture Trustee of such conveyance or transferstating that Credit Acceptance Auto Loan Trust 2021-3 is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of substantially all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of from the Person acquiring such conveyance or transferassets and properties stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee effectiveness of such conveyance or transfer.

Successor or Transferee. (a) Upon any consolidation or merger of either of the Issuer Issuers in accordance with Section 3.16(a)6.13, the Person formed by or surviving such consolidation or merger (if other than the such Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the such Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of either of the Issuer Issuers pursuant to Section 3.16(b6.13(b), the such Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the such Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of and the Note Insurer stating that such conveyance or transferIssuer is to be so released.

Successor or Transferee. (a) Upon any consolidation ----------------------- or merger of the Issuer in accordance with Section 3.16(a3.18(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.18(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferthat the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.18(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.18(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferthat the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee and the Insurers of such conveyance or transfertransfer and approval of such transaction given by the Note Insurer to the Indenture Trustee.

Successor or Transferee. (a) Upon any consolidation consolidation, merger or merger of the Issuer transfer in accordance with Section 3.16(a), 4.10: (a) the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall or the Person acquiring the properties and assets of Issuer, as the case may be, will succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein.in this Indenture; and (b) Upon in the case of a conveyance or transfer of all the assets and properties or substantially all of the Issuer pursuant to Section 3.16(b)properties and assets of Issuer, the Issuer will be released from every covenant and agreement of this Indenture to be performed or observed or performed on the part of the by Issuer with respect to the Notes Note immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.13(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.13(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed by or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferand the Note Insurer stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of either of the Issuer Issuers in accordance with Section 3.16(a)6.13, the Person formed by or surviving such consolidation or merger (if other than the such Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the such Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of either of the Issuer Issuers pursuant to Section 3.16(b6.13(b), the such Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the such Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of stating that such conveyance or transferIssuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a)3.19(a) hereof, the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all or substantially all of the assets and properties of the Issuer pursuant to Section 3.16(b)3.19(b) hereof, the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.13(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.13(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed by or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer[and the Note Insurer] stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer AmSouth Auto Trust 199_-_ will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferstating that AmSouth Auto Trust 199_-_ is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will shall be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferand the Securities Administrator stating that the Issuer is to be so released.

Successor or Transferee. (a) Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. (b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b3.10(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transferand the Counterparties stating that the Issuer is to be so released.