Protection of Title of Depositor Clause Samples
The 'Protection of Title of Depositor' clause establishes that the depositor retains legal ownership of items or assets placed in deposit, even while they are held by another party, such as a warehouse or financial institution. In practice, this means that if goods are stored with a third party, the depositor's rights to those goods are preserved and protected against claims by creditors of the holder or in the event of the holder's insolvency. This clause is essential for ensuring that depositors do not lose their property rights simply by entrusting their assets to another party, thereby safeguarding their interests and reducing the risk of loss due to third-party actions.
Protection of Title of Depositor. (a) The Seller shall authorize and file, or shall cause to be authorized and filed, such financing statements and shall authorize and file, or shall 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 Depositor in the Contracts and the proceeds thereof. The Seller shall deliver, or shall cause to be delivered, to the Depositor, the Owner Trustee, the Insurer and the Indenture Trustee file-stamped copies of, or filing receipts for, any document filed as provided above as soon as available following such filing.
(b) The Seller shall not change (i) its name, identity or corporate structure in any manner that would make any financing statement or continuation statement filed by the Seller in accordance with Section 4.2(a) seriously misleading within the meaning of Section 9-507 of the Relevant UCC or (ii) its jurisdiction of organization, unless, in each case it shall have given the Owner Trustee, the Insurer and the Indenture Trustee at least sixty (60) days’ prior written notice thereof and shall have promptly filed such amendments to previously filed financing statements or continuation statements or such new financing statements as may be necessary to continue the perfection of the interest of the Depositor in the Contracts and the proceeds thereof.
(c) The Seller shall give the Depositor, Owner Trustee, the Insurer and the Indenture Trustee at least sixty (60) days’ prior written notice of any relocation of its principal executive office or change of its jurisdiction of formation and shall promptly file any such amendment, continuation statement or any new financing statement.
(d) If at any time the Seller shall propose to sell, grant a security interest in, or otherwise transfer any interest in any motor vehicle retail installment sale contract or security interest and promissory note to any prospective purchaser, lender or other transferee, the Seller shall give (or shall cause to be given) to such prospective purchaser, lender or other transferee computer tapes, compact disks, records or print-outs (including any restored from back-up archives) that, if they shall refer in any manner whatsoever to any Contract, shall indicate clearly that such Contract has been Transferred to the Depositor.