Common use of Transferor Interest Clause in Contracts

Transferor Interest. Except for (A) the conveyances hereunder, in connection with any transaction permitted by Section 4.02(a)(i) and as provided in Section 4.05 of this Agreement or Section 2.12 of the Indenture or (B) conveyances with respect to which the Rating Agency Condition has been satisfied and a Tax Opinion has been delivered, the Transferor agrees not to transfer, sell, assign, exchange or otherwise convey or pledge, hypothecate or otherwise grant a security interest in the share of the Transferor Interest owned by it and any such attempted transfer, assignment, exchange, conveyance, pledge, hypothecation, grant or sale will be void; provided, however, that nothing in this Section 2.05(vi) prevents the owner of an interest in the Transferor Interest from granting to an Affiliate a participation interest or other beneficial interest in the rights to receive cash flows related to the Transferor Interest so long as (1) such interest does not grant such Affiliate any rights hereunder or delegate to such Affiliate any obligations or duties hereunder, (2) the transferor of such interest obtains the prior written consent of the Transferor and (3) after giving effect to such transfer, the interest in the Transferor Interest owned directly by the Transferor, together with the interests of any other Transferors (affiliated with Ford Credit), represent an ownership interest in the Trust Assets equal to at least 2% of the Adjusted Pool Balance.

Transferor Interest. Except for (A) the conveyances hereunder, in connection with any transaction permitted by Section 4.02(a)(i) and as provided in Section 4.05 of this Agreement or Section 2.12 of the Indenture or (B) conveyances with respect to which the Rating Agency Condition has been satisfied and a Tax Opinion has been delivered, the Transferor agrees not to transfer, sell, assign, exchange or otherwise convey or pledge, hypothecate or otherwise grant a security interest in the share of the Transferor Interest owned by it and any such attempted transfer, assignment, exchange, conveyance, pledge, hypothecation, grant or sale will be void; provided, however, that nothing in this Section 2.05(vi) prevents the owner of an interest in the Transferor Interest from granting to an Affiliate a participation interest or other beneficial interest in the rights to receive cash flows related to the Transferor Interest so long as (1) such interest does not grant such Affiliate any rights hereunder or delegate to such Affiliate any obligations or duties hereunder, (2) the transferor of such interest obtains the prior written consent of the Transferor and (3) after giving effect to such transfer, the interest in the Transferor Interest owned directly by the Transferor, together with the interests of any other Transferors (affiliated with Ford Credit), represent an ownership interest in the Trust Assets equal to at least 2__% of the Adjusted Pool Balance.

Transferor Interest. Except for (A) the conveyances hereunder, in connection with any transaction permitted by clause (i) of Section 4.02(a)(i4.02(a) and as provided in Section 4.05 of this Agreement or Section 2.12 of the Indenture or (B) conveyances with respect to which the Rating Agency Condition has been satisfied and a Tax Opinion has been delivered, the Transferor agrees not to transfer, sell, assign, exchange or otherwise convey or pledge, hypothecate or otherwise grant a security interest in the share of the Transferor Interest owned by it and any such attempted transfer, assignment, exchange, conveyance, pledge, hypothecation, grant or sale will be void; provided, however, that nothing in this Section 2.05(vi) prevents the owner of an interest in the Transferor Interest from granting to an Affiliate a participation interest or other beneficial interest in the rights to receive cash flows related to the Transferor Interest so long as (1) such interest does not grant such Affiliate any rights hereunder or delegate to such Affiliate any obligations or duties hereunder, (2) the transferor of such interest obtains the prior written consent of the Transferor and (3) after giving effect to such transfer, the interest in the Transferor Interest owned directly by the Transferor, together with the interests of any other Transferors (affiliated with Ford Credit), represent Transferor represents an undivided ownership interest in [__]% or more of the Trust Assets equal to at least 2% of the Adjusted Pool BalanceAssets.

Transferor Interest. Except for (A) the conveyances hereunder, in connection with any transaction permitted by Section 4.02(a)(i) and as provided in Section 4.05 of this Agreement or Section 2.12 of the Indenture or (B) conveyances with respect to which the Rating Agency Condition has been satisfied and a Tax Opinion has been delivered, the Transferor agrees not to transfer, sell, assign, exchange or otherwise convey or pledge, hypothecate or otherwise grant a security interest in the share of the Transferor Interest owned by it and any such attempted transfer, assignment, exchange, conveyance, pledge, hypothecation, grant or sale will be void; provided, however, that nothing in this Section 2.05(vi) prevents the owner of an interest in the Transferor Interest from granting to an Affiliate a participation interest or other beneficial interest in the rights to receive cash flows related to the Transferor Interest so long as (1) such interest does not grant such Affiliate any rights hereunder or delegate to such Affiliate any obligations or duties hereunder, (2) the transferor of such interest obtains the prior written consent of the Transferor and (3) after giving effect to such transfer, the interest in the Transferor Interest owned directly by the Transferor, together with the interests of any other Transferors (affiliated with Ford Credit), represent an ownership interest in the Trust Assets equal to at least 2___% of the Adjusted Pool Balance.

Transferor Interest. Except for (Ai) the conveyances hereunder, in connection with any transaction permitted by Section subsection 4.02(a)(i) and as provided in Section 4.05 subsection 2.09(d) of this Agreement or Section 2.12 of the Indenture or (Bii) conveyances with respect to which the Rating Agency Condition has shall have been satisfied and a Tax Opinion has shall have been delivered, the such Transferor agrees not to transfer, sell, assign, exchange or otherwise convey or pledge, hypothecate or otherwise grant a security interest in the share of Transferor Interest, the Transferor Interest owned by it Certificate or any Supplemental Certificate and any such attempted transfer, assignment, exchange, conveyance, pledge, hypothecation, grant or sale will shall be void; provided, ,however, that nothing in this Section 2.05(visubsection 2.07(c) prevents shall prevent the owner of an interest in the Transferor Interest from granting to an Affiliate a participation interest or other beneficial interest in the rights to receive cash flows related to the Transferor Interest so long as Interest, if (1i) such interest does not grant such Affiliate any rights hereunder or delegate to such Affiliate any obligations or duties hereunder, (2ii) the transferor of such interest obtains the prior written consent of the such Transferor and (3iii) after giving effect to such transfer, the interest in the Transferor Transferor’s Interest owned directly by the Transferor, together with the interests of any other Transferors (affiliated with Ford Credit), represent such Transferor represents an undivided ownership interest in two percent (2.0%) or more of the Trust Assets equal to at least 2% of the Adjusted Pool BalanceAssets.