Common use of Custody of Receivable Files Clause in Contracts

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables Assignments, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ Ally Auto pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇Ally Auto, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ Ally Auto shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ Ally Auto as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ Ally Auto with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇C▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇C▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇C▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇C▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇C▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original (or, with respect to a Receivable that is “electronic chattel paper,” an authoritative copy) of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of To assure uniform quality in servicing the Receivables and to ▇▇▇▇ pursuant to this Agreement reduce administrative costs, the Owner of each Receivable and the First Step Receivables Assignments, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably Indenture Trustee hereby appoint the CustodianServicer, and the Custodian shall accept Servicer hereby accepts such appointment, to act as contractor of the agent Owner of ▇▇▇▇ each Receivable and the Indenture Trustee (for the benefit of the Financial Parties) as Custodian custodian to maintain custody of the following documents or instruments with respect to such Receivable (as to each Receivable, the “Receivable File”), which shall will be hereby constructively delivered to ▇▇▇▇ with respect to each Receivablethe Owner of the related Receivable and the Indenture Trustee: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such ReceivableRetail Note; (b) documents evidencing or related to any related Insurance Policy; (c) a copy of the original credit application of each Obligor, fully executed by each such Obligor on the SellerNFC’s customary form, or on a form approved by the SellerNFC, for such application; (d) where permitted by law, the original certificate Certificate of title Title (when received) and otherwise such documents, if any, that the Seller NFC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller NFC as first lienholder or secured party; and (e) any and all other documents that the Seller NFC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, --------------------------- transfer and assignment of the Receivables to ▇▇▇▇ the Seller from NFC pursuant to this Agreement and the First Step Receivables AssignmentsPurchase Agreement, ▇▇▇▇the Seller, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ the Seller shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ the Seller as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ the Owner Trustee, as of the Closing Date with respect to each Initial Receivable, and as of the related Subsequent Transfer Date with respect to each Subsequent Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, Retail Note for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s NFC's customary form, or on a form approved by the SellerNFC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller NFC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller NFC as first lienholder or secured party; and (e) any and all other documents that the Seller NFC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle. Pursuant to Sections 2.01(f) and 2.02(a)(vi), the rights of the Seller under the Custodian Agreement are being assigned to the Owner Trustee.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇C▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇C▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇C▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇C▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇C▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the SellerGMAC’s customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment installment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s GMAC's customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables Assignments, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s GMAC's customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ CARI pursuant to this Agreement and Agreement, CARI, simultaneously with the First Step Receivables Assignments, exe▇▇▇▇, simultaneously with the execution on and delivery of this AgreementAgreem▇▇▇, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ CARI shall revocably appoint the Custodian, and the Custodian shall s▇▇▇▇ accept such appointment, to act as the agent of ▇▇▇▇ CARI as Custodian of the following documents or instruments which shall be sha▇▇ ▇e constructively delivered to ▇▇▇▇ CARI with respect to each Receivable: (a) the fully executed original o▇▇▇▇nal of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s GMAC's customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAgreement, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s GMAC's customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of To assure uniform quality in servicing the Receivables and to ▇▇▇▇ pursuant to this Agreement and reduce administrative costs, the First Step Receivables AssignmentsPurchaser, ▇▇▇▇, simultaneously with upon the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall hereby revocably appoint appoints the Custodian, and the Custodian shall accept hereby accepts such appointment, to act as the agent of ▇▇▇▇ the Purchaser as Custodian custodian of the following documents or instruments instruments, which shall be are hereby constructively delivered to ▇▇▇▇ the Purchaser (collectively, the "Receivable Files") with respect to each Receivable: (a) the fully executed original of the instalment installment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligorapplication, fully executed by each such the Obligor on the Seller’s customary formor a photocopy thereof, or a record thereof on a form approved by the Sellercomputer file, for such applicationdiskette or on microfiche; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.. The Custodian hereby acknowledges receipt of the Receivable Files for each Receivable listed on the Schedule of Receivables attached hereto as Exhibit A.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s GMAC's customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ with respect to each Receivable: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s GMAC's customary form, or on a form approved by the SellerGMAC, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller GMAC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller GMAC as first lienholder or secured party; and (e) any and all other documents that the Seller GMAC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. (a) In connection with the each sale, transfer and assignment of Receivables and related Other Conveyed Property to the Receivables to ▇▇▇▇ Purchaser pursuant to this Agreement and each Assignment, and each pledge thereof by the First Step Receivables Assignments, ▇▇▇▇, simultaneously with Purchaser to the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, Trustee pursuant to which ▇▇▇▇ the Indenture, the Trustee shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ as Custodian custodian of the following documents or instruments in its possession which shall be constructively delivered to ▇▇▇▇ the Trustee on or before the Original Closing Date or the related Funding Date in accordance with Section 3.4 (with respect to each Receivable:): (ai) the The fully executed original of the instalment sale contract Receivable (together with any agreements modifying or direct purchase money loanassigning the Receivable, as applicable, for such Receivable;including without limitation any extension agreements); and (bii) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the The original certificate of title (when received) and otherwise in the name of the Obligor with a notation on such documentscertificate of title evidencing the Seller's or TFC's security interest therein, if any, or such documents that the Seller keeps shall keep on file file, in accordance with its customary procedures indicating that procedures, evidencing the Financed Vehicle is owned by the Obligor and subject to the security interest of the Seller or TFC, respectively, in the Financed Vehicle or, if not yet received, a copy of the application therefor showing the Seller or TFC, as first lienholder or applicable, as secured party; and, or a dealer guarantee of title. (eb) Upon payment in full of any Receivable, the Servicer will notify the Trustee pursuant to a certificate of a Servicing Officer in the form of Exhibit C and all other documents that shall request delivery of the Seller keeps on file in accordance with its customary procedures relating Receivable and Receivable File to the individual Receivable, Obligor or Financed VehicleServicer.

Custody of Receivable Files. In connection with the sale, transfer and assignment of To assure uniform quality in servicing the Receivables and to ▇▇▇▇ pursuant to this Agreement reduce administrative costs, the Owner of each Receivable and the First Step Receivables Assignments, ▇▇▇▇, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ shall revocably Indenture Trustee hereby appoint the CustodianServicer, and the Custodian shall accept Servicer hereby accepts such appointment, to act as agent for the agent Owner of ▇▇▇▇ each Receivable and the Indenture Trustee (for the benefit of the Financial Parties) as Custodian custodian to maintain custody of the following documents or instruments with respect to such Receivable (as to each Receivable, the “Receivable File”), which shall will be hereby constructively delivered to ▇▇▇▇ with respect to each Receivablethe Owner of the related Receivable and the Indenture Trustee: (a) the fully executed original of the instalment sale contract or direct purchase money loan, as applicable, for such ReceivableRetail Note; (b) documents evidencing or related to any related Insurance Policy; (c) a copy of the original credit application of each Obligor, fully executed by each such Obligor on the SellerNFC’s customary form, or on a form approved by the SellerNFC, for such application; (d) where permitted by law, the original certificate Certificate of title Title (when received) and otherwise such documents, if any, that the Seller NFC keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller NFC as first lienholder or secured party; and (e) any and all other documents that the Seller NFC keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.

Custody of Receivable Files. In connection with the sale, transfer and assignment of the Receivables to ▇▇▇▇ Ally Auto pursuant to this Agreement and the First Step Receivables AssignmentsAssignment, ▇▇▇▇Ally Auto, simultaneously with the execution and delivery of this Agreement, shall enter into the Custodian Agreement with the Custodian, pursuant to which ▇▇▇▇ Ally Auto shall revocably appoint the Custodian, and the Custodian shall accept such appointment, to act as the agent of ▇▇▇▇ Ally Auto as Custodian of the following documents or instruments which shall be constructively delivered to ▇▇▇▇ Ally Auto with respect to each Receivable: (a) the fully executed original of the instalment installment sale contract or direct purchase money loan, as applicable, for such Receivable; (b) documents evidencing or related to any Insurance Policy; (c) the original credit application of each Obligor, fully executed by each such Obligor on the Seller’s customary form, or on a form approved by the Seller, for such application; (d) where permitted by law, the original certificate of title (when received) and otherwise such documents, if any, that the Seller keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of the Seller as first lienholder or secured party; and (e) any and all other documents that the Seller keeps on file in accordance with its customary procedures relating to the individual Receivable, Obligor or Financed Vehicle.