Common use of Agreements of GMAC with respect to Common Collateral Clause in Contracts

Agreements of GMAC with respect to Common Collateral. GMAC agrees that with respect to the Receivables of each Dealer: (i) GMAC’s security interest in any Common Collateral that is Vehicle Collateral Security (and the proceeds thereof) in connection with any Other Indebtedness is subordinate to the security interest therein in connection with such Receivables and assigned to the Purchaser hereunder; (ii) GMAC shall not apply the proceeds of any such Common Collateral that is Vehicle Collateral Security in connection with any Other Indebtedness in any manner that is materially adverse to the Purchaser or the Issuer and the Securityholders until all required payments in respect of such Receivable have been made; and (iii) in realizing upon any such Common Collateral that is Vehicle Collateral Security in connection with any such Receivables, neither the Purchaser nor the Issuer (nor the Servicer on behalf of either) shall be obligated to protect or preserve the rights of GMAC in such Common Collateral.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Wholesale Auto Receivables Corp), Pooling and Servicing Agreement (Superior Wholesale Inventory Financing Trust Xi), Pooling and Servicing Agreement (Superior Wholesale Inventory Financing Trust Ix)

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Agreements of GMAC with respect to Common Collateral. GMAC agrees that with respect to the Receivables of each Dealer: (i) GMAC’s security interest in any Common Collateral that is Vehicle Collateral Security (and the proceeds thereof) in connection with any Other Indebtedness is subordinate to the security interest therein in connection with such Receivables and assigned to the Purchaser hereunder; (ii) GMAC shall not apply the proceeds of any such Common Collateral that is Vehicle Collateral Security in connection with any Other Indebtedness in any manner that is materially adverse to the Purchaser or the Issuer Issuing Entity and the Securityholders until all required payments in respect of such Receivable have been made; and (iii) in realizing upon any such Common Collateral that is Vehicle Collateral Security in connection with any such Receivables, neither the Purchaser nor the Issuer Issuing Entity (nor the Servicer on behalf of either) shall be obligated to protect or preserve the rights of GMAC in such Common Collateral.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Superior Wholesale Inventory Financing Trust 2007-Ae-1), Pooling and Servicing Agreement (Wholesale Auto Receivables Corp)

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Agreements of GMAC with respect to Common Collateral. GMAC agrees that with respect to the Receivables of each Dealer: (i) GMAC’s 's security interest in any Common Collateral that is Vehicle Collateral Security (and the proceeds thereof) in connection with any Other Indebtedness is subordinate to the security interest therein in connection with such Receivables and assigned to the Purchaser hereunder; (ii) GMAC shall not apply the proceeds of any such Common Collateral that is Vehicle Collateral Security in connection with any Other Indebtedness in any manner that is materially adverse to the Purchaser or the Issuer and the Securityholders until all required payments in respect of such Receivable have been made; and (iii) in realizing upon any such Common Collateral that is Vehicle Collateral Security in connection with any such Receivables, neither the Purchaser nor the Issuer (nor the Servicer on behalf of either) shall be obligated to protect or preserve the rights of GMAC in such Common Collateral.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wholesale Auto Receivables Corp)

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