Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Trustees, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the Certificateholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The Owner Trustee, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 12 contracts
Sources: Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC), Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC), Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesOwner Trustee, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the Certificateholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The Owner Trustee, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 8 contracts
Sources: Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC), Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC), Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust ActStatute. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderIssuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The At the direction of the Administrator, the Owner TrusteeTrustee shall (i), upon surrender of the outstanding CertificatesCertificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Article V hereof andSection 9.1 hereof, at the written direction and expense of the Certificateholder, shall (ii) cause the Certificate of Trust to be cancelled by filing executing and filing, at the expense of the Depositor, a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust ActStatute, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 6 contracts
Sources: Trust Agreement (Fifth Third Holdings Funding, LLC), Trust Agreement (Fifth Third Holdings Funding, LLC), Trust Agreement (Fifth Third Auto Trust 2019-1)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderIssuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The At the direction of the Administrator, the Owner Trustee, upon surrender of the outstanding CertificatesCertificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Article V Section 9.1 hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 5 contracts
Sources: Trust Agreement (Fifth Third Auto Trust 2015-1), Trust Agreement (Fifth Third Auto Trust 2014-3), Trust Agreement (Fifth Third Auto Trust 2014-2)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders and the Insurer have been paid in full full, the Note Policy and the Swap Policy have been surrendered to the Insurer for cancellation and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesOwner Trustee, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderResidual Interestholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The Owner Trustee, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction Act and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 3 contracts
Sources: Trust Agreement (Santander Drive Auto Receivables Trust 2007-2), Trust Agreement (Santander Drive Auto Receivables Trust 2007-1), Trust Agreement (Santander Drive Auto Receivables Trust 2007-3)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Trustees, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the Certificateholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The Owner Trustee, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.. 16 Amended & Restated Trust Agreement
Appears in 2 contracts
Sources: Trust Agreement (Volkswagen Auto Loan Enhanced Trust 2013-1), Trust Agreement (Volkswagen Auto Loan Enhanced Trust 2013-1)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust ActStatute. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderIssuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The At the written direction of the Administrator, the Owner TrusteeTrustee shall (i), upon surrender of the outstanding CertificatesCertificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Article V hereof andSection 9.1 hereof, at the written direction and expense of the Certificateholder, shall (ii) cause the Certificate of Trust to be cancelled by filing executing and filing, at the expense of the Depositor, a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust ActStatute, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 2 contracts
Sources: Trust Agreement (Fifth Third Auto Trust 2023-1), Trust Agreement (Fifth Third Auto Trust 2023-1)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the Trustees[Owner Trustee][Trustees], in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the Certificateholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The Owner Trustee, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 1 contract
Sources: Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderIssuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The At the direction of the Administrator, the Owner Trustee, upon surrender of the outstanding CertificatesCertificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Article V Section 9.1 hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the 24 Amended and Restated provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 1 contract
Sources: Trust Agreement (Fifth Third Holdings Funding, LLC)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderIssuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The At the direction of the Administrator, the Owner Trustee, Trustee upon surrender of the outstanding CertificatesCertificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Article V Section 9.1 hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 1 contract
Sources: Trust Agreement (Fifth Third Holdings Funding, LLC)
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust ActStatute. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the Certificateholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or 18 Amended and Restated Trust Agreement (PFAST 20[ ]-[ ]) unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust ActStatute. The Owner Trustee, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust ActStatute, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 1 contract
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the written direction of the Administrator, wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesOwner Trustee, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the Certificateholder, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The Owner TrusteeTrustee or Certificate Paying Agent, as applicable, upon surrender of the outstanding Certificates, shall distribute the remaining Trust Estate (if any) in accordance with Article V hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 1 contract
Dissolution of the Issuer. Upon dissolution of the Issuer, the Owner Trustee shall, at the direction of the Administrator, Administrator shall wind up the business and affairs of the Issuer as required by Section 3808 of the Statutory Trust Act. Upon the satisfaction and discharge of the Indenture, and receipt of a certificate from the Indenture Trustee stating that all Noteholders have been paid in full and that the Indenture Trustee is aware of no claims remaining against the Issuer in respect of the Indenture and the Notes, the TrusteesAdministrator, in the absence of actual knowledge of any other claim against the Issuer and at the written direction of the CertificateholderIssuer, shall be deemed to have made reasonable provision to pay all claims and obligations (including conditional, contingent or unmatured obligations) for purposes of Section 3808(e) of the Statutory Trust Act. The At the direction of the Administrator, the Owner Trustee, upon surrender of the outstanding CertificatesCertificates or as otherwise provided in Section 9.1(c), shall cause the Certificate Paying Agent to distribute the remaining Trust Estate (if any) in accordance with Article V Section 9.1 hereof and, at the written direction and expense of the Certificateholder, shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Delaware Secretary of State in accordance with the 25 Amended and Restated Trust Agreement (2013-A) provisions of Section 3810 of the Statutory Trust Act, at which time the Issuer shall terminate and this Agreement (other than Article VIII) shall be of no further force or effect.
Appears in 1 contract