Common use of Protection of Right, Title and Interest of Trust Clause in Contracts

Protection of Right, Title and Interest of Trust. (a) The Servicer shall cause this Agreement, any Supplement, all amendments hereto or thereto and/or all financing statements and continuation statements and any other necessary documents covering the Certificateholders and the Trustee's right, title and interest to the Trust Assets to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the right, title and interest of the Trustee hereunder to all property comprising the Trust Assets. The Servicer shall deliver to the Trustee file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Transferor shall cooperate fully with the Servicer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section ------- 13.02 (a) In the event that the Servicer fails to file such financing or -------- continuation statements, then the Trustee shall have the right, but not the obligation, to file the same on behalf of the Transferor. (b) The Servicer will give the Trustee and each Enhancement Provider for each outstanding Series prompt written notice of any relocation of any office from which it services Receivables or keeps records concerning the Receivables or of its principal place of business or chief executive office and whether, as a result of such relocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and shall file such financing statements or amendments as may be necessary to perfect or to continue the perfection of the Trust's ownership or security interest in the Receivables and the other Trust Assets. The Servicer will at all times maintain each office from which it services Receivables and the Related Property and its principal executive office within the United States of America. (c) If at any time the Servicer is no longer CompuCom, the Transferor shall deliver to the Successor Servicer powers-of-attorney such that such Successor Servicer may perform the obligations set forth in Sections 13.02(a) and ----------------- 13.02(b). --------

Protection of Right, Title and Interest of Trust. (a) The Servicer shall cause this Agreement, any Supplement, all amendments hereto or thereto and/or all financing statements and continuation statements and any other necessary documents covering the Certificateholders and the Trustee's right, title and interest to the Trust Assets to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the right, title and interest of the Trustee hereunder to all property comprising the Trust Assets. The Servicer shall deliver to the Trustee file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Transferor shall cooperate fully with the Servicer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section ------- 13.02 (a) In the event that the Servicer fails to file such financing or -------- continuation statements, then the Trustee shall have the right, but not the obligation, to file the same on behalf of the Transferor. (b) The Servicer will give the Trustee and each Enhancement Provider for each outstanding Series prompt written notice of any relocation of any office from which it services Receivables or keeps records concerning the Receivables or of its principal place of business or chief executive office and whether, as a result of such relocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and shall file such financing statements or amendments as may be necessary to perfect or to continue the perfection of the Trust's ownership or security interest in the Receivables and the other Trust Assets. The Servicer will at all times maintain each office from which it services Receivables and the Related Property and its principal executive office within the United States of America. (c) If at any time the Servicer is no longer CompuCom, the Transferor shall deliver to the Successor Servicer powers-of-attorney such that such Successor Servicer may perform the obligations set forth in Sections 13.02(a) ----------------- and ----------------- 13.02(b). ---------------- Section

Protection of Right, Title and Interest of Trust. (a) The Servicer shall cause this Agreement, any Supplement, all amendments hereto or thereto and/or all financing statements and continuation statements and any other necessary documents covering the Certificateholders and the Trustee's right, title and interest to the Trust Assets to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the right, title and interest of the Trustee hereunder to all property comprising the Trust Assets. The Servicer shall deliver to the Trustee file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Transferor shall cooperate fully with the Servicer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section ------- 13.02 (a) In the event that the Servicer fails to file such financing or -------- continuation statements, then the Trustee shall have the right, but not the obligation, to file the same on behalf of the Transferor13.02(a). (b) The Servicer will give the Trustee and each Enhancement Provider for each outstanding Series prompt written notice of any relocation of any office from which it services Receivables or keeps records concerning the Receivables or of its principal place of business or chief executive office and whether, as a result of such relocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and shall file such financing statements or amendments as may be necessary to perfect or to continue the perfection of the Trust's ownership or security interest in the Receivables and the other Trust Assets. The Servicer will at all times maintain each office from which it services Receivables and the Related Property Security and its principal executive office within the United States of America. (c) The Servicer will deliver to the Trustee: (i) upon the execution and delivery of each amendment of Articles I, II, III or IV hereof other than amendments pursuant to Section 13.01(a), and (ii) on or before April 30 of each year, beginning with 1994, an Opinion of Counsel (which may be in-house counsel), substantially in the form of Exhibit M hereto, dated as of a date between January 1 and April 30 of such year. (d) If at any time the Servicer is no longer CompuComIngram, the Transferor shall deliver to the Successor Servicer powers-of-attorney such that such Successor Servicer may perform the obligations set forth in Sections 13.02(a), 13.02(b) and ----------------- 13.02(b13.02(c). --------.

Protection of Right, Title and Interest of Trust. (a) The Servicer Transferors shall cause this Agreement, any Supplement, all amendments and supplements hereto or thereto and/or and all financing statements and continuation statements and any other necessary documents covering the Certificateholders and the TrusteeTrust's right, title and interest to the Trust Assets to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the right, title and interest of the Trustee Trust hereunder to all property comprising the Trust AssetsTrust. The Servicer Transferors shall deliver to the Trust and Indenture Trustee file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Transferor Transferors shall cooperate fully with the Servicer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section ------- 13.02 (a) In the event that the Servicer fails to file such financing or -------- continuation statements, then the Trustee shall have the right, but not the obligation, to file the same on behalf of the Transferorparagraph. (b) The Servicer will Within 30 days after any Transferor makes any change in its name, identity or corporate structure which would make any financing statement or continuation statement filed in accordance with paragraph (a) seriously misleading within the meaning of Section 9-402(7) (or any comparable provision) of the UCC, such Transferor shall give the Trust and the Indenture Trustee notice of any such change and each Enhancement Provider for each outstanding Series shall file such financing statements or amendments as may be necessary to continue the perfection of the Trust's security interest or ownership interest in the Receivables and the other Trust Assets. (c) Each Transferor shall give the Trust and the Indenture Trustee prompt written notice of any relocation of any office from which it services Receivables or keeps records concerning the Receivables or of its principal place of business or chief executive office or any change in the jurisdiction of its organization and whether, as a result of such relocationrelocation or change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and shall file such financing statements or amendments as may be necessary to perfect or to continue the perfection of the Trust's ownership or security interest in the Receivables and the other Trust Assetsproceeds thereof. The Servicer will Each Transferor shall at all times maintain each office from which it services Receivables and the Related Property and its principal chief executive office offices within the United States and shall at all times be organized under the laws of Americaa jurisdiction located within the United States. (cd) If at any time the Servicer is no longer CompuCom, the Transferor The Transferors shall deliver to the Successor Servicer powers-of-attorney such that such Successor Servicer may perform Trust and the obligations set forth Indenture Trustee (i) upon the execution and delivery of each amendment of this Agreement, an Opinion of Counsel to the effect specified in Sections 13.02(aExhibit D-1; (ii) on each date specified in subsection 2.09(c)(ix) with respect to Additional Accounts (other than Automatic Additional Accounts) to be designated as Accounts, an Opinion of Counsel substantially in the form of Exhibit D-2, (iii) on each date specified in subsection 2.09(e)(vii), with respect to any Automatic Additional Accounts included as Accounts, an Opinion of Counsel substantially in the form of Exhibit D-2, (iv) on each Addition Date on which any Participation Interests are to be included in the Trust pursuant to subsection 2.09(a) or (b), an Opinion of Counsel covering the same substantive legal issues addressed by Exhibits D-1 and ----------------- 13.02(b). --------D-2 but conformed to the extent appropriate to relate to Participation Interests; and (v) on or before April 30 of each year, beginning with April 30, 2002, an Opinion of Counsel substantially in the form of Exhibit D-3.