Common use of Bankruptcy Opinion Clause in Contracts

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor so as to cause a substantive consolidation of the assets and liabilities of the Depositor with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 11 contracts

Samples: Underwriting Agreement (Ford Credit Auto Owner Trust 2014-A), Underwriting Agreement (Ford Credit Auto Owner Trust 2013-D), Underwriting Agreement (Ford Credit Auto Owner Trust 2013-C)

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Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Xxxxxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositors as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositors so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositors with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 7 contracts

Samples: Underwriting Agreement (Ford Credit Floorplan Master Owner Trust A), Underwriting Agreement (Ford Credit Floorplan Master Owner Trust A), Sale and Servicing Agreement (Ford Credit Floorplan Master Owner Trust a Series 2011-2)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Xxxxxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to regarding the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositors as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositors so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositors with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such the opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 5 contracts

Samples: Underwriting Agreement (Ford Credit Floorplan Master Owner Trust A), Underwriting Agreement (Ford Credit Floorplan Master Owner Trust A), Underwriting Agreement (Ford Credit Floorplan Master Owner Trust A)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Xxxxxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositors as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositors so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositors with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 5 contracts

Samples: Underwriting Agreement (Ford Credit Floorplan Master Owner Trust A), Underwriting Agreement (Ford Credit Floorplan Master Owner Trust a Series 2012-5), Administration Agreement (Ford Credit Floorplan Master Owner Trust a Series 2012-4)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Xxxxx & XxXxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinionopinions, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor so as to cause a substantive consolidation of the assets and liabilities of the Depositor with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 4 contracts

Samples: Underwriting Agreement (Ford Credit Auto Owner Trust 2008-C), Underwriting Agreement (Ford Credit Auto Owner Trust 2009-A), Underwriting Agreement (Ford Credit Auto Owner Trust 2009-B)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor so as to cause a substantive consolidation of the assets and liabilities of the Depositor with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such the opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 4 contracts

Samples: Underwriting Agreement (Ford Credit Auto Owner Trust 2015-B), Underwriting Agreement (Ford Credit Auto Owner Trust 2015-A), Underwriting Agreement (Ford Credit Auto Owner Trust 2014-C)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman LLP [_______________] (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositors as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositors so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositors with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 3 contracts

Samples: Underwriting Agreement (Ford Credit Floorplan Corp), Underwriting Agreement (Ford Credit Floorplan Corp), Underwriting Agreement (Ford Credit Floorplan Corp)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Dxxxx & LxXxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor so as to cause a substantive consolidation of the assets and liabilities of the Depositor with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 2 contracts

Samples: Underwriting Agreement (Ford Credit Auto Owner Trust 2010-B), Underwriting Agreement (Ford Credit Auto Owner Trust 2010-A)

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Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Dxxxx & LxXxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinionopinions, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor so as to cause a substantive consolidation of the assets and liabilities of the Depositor with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 2 contracts

Samples: Underwriting Agreement (Ford Credit Auto Owner Trust 2009-C), Underwriting Agreement (Ford Credit Auto Owner Trust 2009-D)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Dxxxx & LxXxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositors as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositors so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositors with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 1 contract

Samples: Administration Agreement (Ford Credit Floorplan Master Owner Trust a Series 2010-5)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Xxxxx & XxXxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinion, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor so as to cause a substantive consolidation of the assets and liabilities of the Depositor with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 1 contract

Samples: Underwriting Agreement (Ford Credit Auto Owner Trust 2009-E)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman Dxxxx & LxXxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinionopinions, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositors as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositors so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositors with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 1 contract

Samples: Underwriting Agreement (Ford Credit Floorplan Master Owner Trust a Series 2009-2)

Bankruptcy Opinion. Xxxxxx Xxxxxx Rosenman LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment) will have furnished their written opinionopinions, dated the Closing Date, to the Representatives, the Indenture Trustee and Ford Credit, with respect to the characterization of the transfer of the Receivables by Ford Credit to the Depositor Depositor[s] as a sale and that so long as the Notes remain outstanding and the Noteholders have not been paid in full, a creditor or trustee of Ford Credit (or Ford Credit as debtor in possession) would not have valid grounds to have a court disregard the separate legal existence of the Depositor Depositor[s] so as to cause a substantive consolidation of the assets and liabilities of the Depositor Depositor[s] with the assets and liabilities of Ford Credit, in a manner prejudicial to the Noteholders, and such opinion will be in substantially the form previously discussed with the Representatives and their counsel and satisfactory in form and substance to the Representatives and to their counsel in their reasonable judgment.

Appears in 1 contract

Samples: Underwriting Agreement (Ford Credit Floorplan Corp)

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