Common use of Protection of Right, Title and Interest to the Second-Tier Assets Clause in Contracts

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor will file financing statements and continuation statements in the manner and place required by Applicable Law to preserve, maintain and protect the interest of the Issuer in the Second-Tier Assets. The Depositor will deliver to the Issuer file-stamped copies of, or filing receipts for, any financing statement and continuation statement promptly upon such document becoming available following filing. (b) The Depositor authorizes the Issuer to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer may determine are necessary or advisable to preserve, maintain and protect the interest of the Issuer in the Second-Tier Assets. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer may reasonably determine to ensure the perfection of the interest of the Issuer in the Second-Tier Assets. The Issuer will deliver to the Depositor file-stamped copies of, or filing receipts for, any financing statement and continuation statement promptly upon such document becoming available following filing. (c) The Depositor will give the Issuer at least 60 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 of the UCC could require the filing of a new financing statement or an amendment to a previously filed financing or continuation statement and will promptly file any such new financing statement or amendment. The Depositor will maintain its chief executive office within the United States and will maintain its jurisdiction of organization in only one State. (d) The Depositor will not change its name in any manner that could make any financing statement or continuation statement filed in accordance with this Section 5.1 seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor at least five days’ prior notice of such change and promptly files appropriate amendments to all previously filed financing statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2021-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2019-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2017-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2016-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 20[__]-[__] Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2019-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2012-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2018-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2020-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 20[__]-[_] Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2016-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2023-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2024-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2020-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2024-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2018-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2021-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2015-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2014-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2013-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2013-A Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.

Protection of Right, Title and Interest to the Second-Tier Assets. (a) The Depositor Within ten days after the 2015-B Closing Date, the Seller, as debtor, will file record and file, at its own expense, an initial financing statements and continuation statements statement in the manner and place each jurisdiction in which such financing statement is required by Applicable Law Law, naming the Seller, as debtor, and the Purchaser, as secured party, in such manner as is necessary, under the laws of each such jurisdiction, to preserveperfect the sale, maintain transfer, assignment and protect the interest conveyance of the Issuer in the Second-Tier AssetsAssets to the Purchaser (to the extent that such sale, transfer, assignment and conveyance may be perfected by such filing). The Depositor Seller will deliver to the Issuer Purchaser file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (b) The Depositor Seller will authorize and file such financing statements and cause to be authorized and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Purchaser in the Second-Tier Assets and in the proceeds thereof. The Seller will deliver to the Purchaser file-stamped copies of, or filing receipts for, any such document filed promptly upon such document becoming available following such filing. (c) The Seller authorizes the Issuer Purchaser to file any financing or continuation statements, and amendments to such statements, in all jurisdictions and with all filing offices as the Issuer Purchaser may determine determine, in its sole discretion, are necessary or advisable fully to preserve, maintain and protect the interest of the Issuer Purchaser in the Second-Tier AssetsAssets and the proceeds thereof. Such financing and continuation statements may describe the Second-Tier Assets in any manner as the Issuer Purchaser may reasonably determine determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the Purchaser’s interest of the Issuer in the Second-Tier Assets. The Issuer Purchaser will deliver to the Depositor Seller file-stamped copies of, or filing receipts for, any financing statement and continuation statement such document filed promptly upon such document becoming available following such filing. (cd) The Depositor Seller agrees to do and perform any and all acts and to execute any and all further instruments required or reasonably requested by the Purchaser or by the Owner Trustee or the Indenture Trustee to more fully effect the purposes of this Agreement, including the execution of any financing statements or continuation statements relating to the Second-Tier Assets for filing under the UCC of any applicable jurisdiction. (e) The Seller will give the Issuer Purchaser at least 60 30 days’ prior notice of any relocation of its chief executive office or change in its corporate structure, form of organization or jurisdiction of organization if, as a result of such relocation or change, Section 9-307 and will promptly file (and hereby authorizes the Purchaser and any assignee of the UCC could require the filing Purchaser hereunder to file) all amendments of a new financing statement or an amendment to a any previously filed financing or continuation statement and will promptly file any such new financing statement or amendmentstatements as may be necessary to continue the perfection of the Purchaser’s interest in the Second-Tier Assets. The Depositor Seller will maintain its chief executive office within cause the United States and will Servicer to maintain its jurisdiction of organization (for purpose of Section 9-307 of the UCC) in only one Statestate within the United States. (df) The Depositor Seller will not change its name name, form of organization or corporate structure in any manner that would or could make any financing statement or continuation statement filed by the Seller in accordance with this Section 5.1 5.01(a) seriously misleading within the meaning of Section 9-506 of the UCC, unless it has given the Depositor Purchaser at least five 30 days’ prior notice of such change thereof and promptly files appropriate amendments to all previously filed financing statements or continuation statements.