Common use of Protection of Title to Collateral Certificate Clause in Contracts

Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure in any manner that would, could or might make any financing statement, amendment of financing statement, or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days’ prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, or continuation statements (so that the interest of the Trust or the Indenture Trustee is not adversely affected). (c) The Transferor shall give the Owner Trustee and the Indenture Trustee at least 60 days’ prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, if, as a result of such relocation or change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendment. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s records regarding the Collateral Certificate.

Appears in 3 contracts

Samples: Trust Agreement, Trust Agreement, Trust Agreement (BA Master Credit Card Trust II)

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Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust Issuer shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust Issuer in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust Issuer in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate Trust Estate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure or the jurisdiction of its organization in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed file financing statements, amendments of financing statements, statements or continuation statements or timely filed additional UCC financing statements in each case (so that the interest interests of the Trust or Issuer and the Indenture Trustee is not adversely affected). (c) The Transferor shall have an obligation to give the Owner Trustee and the Indenture Trustee at least 60 days' prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, organization or any relocation of its chief executive office or other change in location if, as a result of such relocation or changerelocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendmentamendment or new financing statement. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s 's records regarding the Collateral Certificate.

Appears in 2 contracts

Samples: Trust Agreement (Daimlerchrysler Wholesale Receivables LLC), Trust Agreement (Carco Auto Loan Master Trust)

Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate Trust Estate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure or the jurisdiction of its organization in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously file financing statements or continuation statements or timely filed additional UCC financing statements, amendments of financing statementsin each case, or continuation statements (so that the interest interests of the Trust or and the Indenture Trustee is are not adversely affected). (c) The Transferor shall have an obligation to give the Owner Trustee and the Indenture Trustee at least 60 days' prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, organization or any relocation of its chief executive office or other change in location if, as a result of such relocation or changerelocation, the applicable provisions of the UCC would require the filing of any amendment of to any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) ), and shall promptly, if applicable, file any such amendmentamendment or new financing statement. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s 's records regarding the Collateral Certificate.

Appears in 2 contracts

Samples: Trust Agreement (Daimlerchrysler Master Owner Trust), Trust Agreement (Daimlerchrysler Wholesale Receivables LLC)

Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust in the Collateral Certificate. The Transferor shall execute authorize and file and cause to be executed authorized and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, or continuation statements (so that the interest of the Trust or the Indenture Trustee is not adversely affected). (c) The Transferor shall give the Owner Trustee and the Indenture Trustee at least 60 days' prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, if, as a result of such relocation or change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendment. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s 's records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Trust Agreement (National City Bank /)

Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure in any manner that would, could or might make any financing statement, amendment of financing statement, or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, or continuation statements (so that the interest of the Trust or the Indenture Trustee is not adversely affected). (c) The Transferor shall give the Owner Trustee and the Indenture Trustee at least 60 days' prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, if, as a result of such relocation or change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendment. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s 's records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Trust Agreement (BA Master Credit Card Trust II)

Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust Issuer shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust Issuer in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust Issuer in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate Trust Estate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, statements or continuation statements (so that the interest of the Trust Issuer or the Indenture Trustee is not adversely affected). (c) The Transferor shall have an obligation to give the Owner Trustee and the Indenture Trustee at least 60 days' prior written notice of any relocation of its chief executive office, place of business office or State of location, and of any other change in the jurisdiction of its organization, location if, as a result of such relocation or changerelocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendment. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s 's records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Trust Agreement (Mbna Credit Card Master Note Trust)

Protection of Title to Collateral Certificate. (a) The Transferor Seller shall take all actions necessary, and the Trust Issuer shall cooperate with the TransferorSeller, if applicable, to perfect, and maintain perfection of, the interests of the Trust Issuer in the Collateral Certificate. The Transferor Seller shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust Issuer in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Indenture Collateral Certificate and the proceeds thereof. The Transferor Seller shall deliver (or cause to be delivered) to the Master Owner Trust Trustee 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 Transferor Seller shall not change its name, identity or corporate structure or the jurisdiction of its organization in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Master Owner Trust Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, statements or continuation statements or timely filed additional UCC financing statements in each case (so that the interest interests of the Trust or Issuer and the Indenture Trustee is not adversely affected). (c) The Transferor Seller shall have an obligation to give the Master Owner Trust Trustee and the Indenture Trustee at least 60 30 days' prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, organization or any relocation of its chief executive office or other change in location if, as a result of such relocation or changerelocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendmentamendment or new financing statement. (d) The Master Owner Trust Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Master Owner Trust Trustee’s 's records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Master Owner Trust Agreement (Navistar Financial Dealer Note Master Trust)

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Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days’ prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, statements or continuation statements (so that the interest of the Trust or the Indenture Trustee is not adversely affected). (c) The Transferor shall give the Owner Trustee and the Indenture Trustee at least 60 days’ prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, if, as a result of such relocation or change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendment. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Trust Agreement (BA Credit Card Trust)

Protection of Title to Collateral Certificate. (a) The Transferor shall take all actions necessary, and the Trust shall cooperate with the Transferor, if applicable, to perfect, and maintain perfection of, the interests of the Trust in the Collateral Certificate. The Transferor shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Collateral Certificate and the proceeds thereof. The Transferor shall deliver (or cause to be delivered) to the Owner Trustee 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 Transferor shall not change its name, identity or corporate structure in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Owner Trustee and the Indenture Trustee at least five days' prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, statements or continuation statements (so that the interest of the Trust or the Indenture Trustee is not adversely affected). (c) The Transferor shall give the Owner Trustee and the Indenture Trustee at least 60 days' prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, if, as a result of such relocation or change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendment. (d) The Owner Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Owner Trustee’s 's records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Trust Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii)

Protection of Title to Collateral Certificate. (a) The Transferor Seller shall take all actions necessary, and the Master Owner Trust shall cooperate with the TransferorSeller, if applicable, to perfect, and maintain perfection of, the interests of the Master Owner Trust in the Collateral Certificate. The Transferor Seller shall execute and file and cause to be executed and filed such financing statements, amendments of financing statements, statements and continuation statements, all in such manner and in such places as may be required by law fully to perfect, maintain, and protect the interest of the Master Owner Trust in the Collateral Certificate and in the proceeds thereof and the interest of the Indenture Trustee in the Indenture Collateral Certificate and the proceeds thereof. The Transferor Seller shall deliver (or cause to be delivered) to the Master Owner Trust Trustee 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 Transferor Seller shall not change its name, identity or corporate structure or the jurisdiction of its organization in any manner that would, could or might make any financing statement, amendment of financing statement, statement or continuation statement filed in accordance with paragraph (a) above or otherwise seriously misleading within the meaning of the UCC (regardless of whether such a filing was ever made), unless it shall have given the Master Owner Trust Trustee and the Indenture Trustee at least five days’ prior written notice thereof and, if applicable, shall have timely filed appropriate amendments to any and all previously filed financing statements, amendments of financing statements, statements or continuation statements or timely filed additional UCC financing statements in each case (so that the interest interests of the Master Owner Trust or and the Indenture Trustee is are not adversely affected). (c) The Transferor Seller shall have an obligation to give the Master Owner Trust Trustee and the Indenture Trustee at least 60 30 days’ prior written notice of any relocation of its chief executive office, place of business or State of location, and of any change in the jurisdiction of its organization, organization or any relocation of its chief executive office or other change in location if, as a result of such relocation or changerelocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement (regardless of whether such a filing was ever made) and shall promptly, if applicable, file any such amendmentamendment or new financing statement. (d) The Master Owner Trust Trustee shall permit the Indenture Trustee and its agents at any time following reasonable notice and during normal business hours to inspect, audit and make copies of and abstracts from the Master Owner Trust Trustee’s records regarding the Collateral Certificate.

Appears in 1 contract

Samples: Master Owner Trust Agreement (Navistar Financial Dealer Note Master Trust)

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