Common use of Name Change or Relocation Clause in Contracts

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 32 contracts

Sources: Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2011-2), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2011-2), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2011-1)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust’s interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 32 contracts

Sources: Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2024-B), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2024-B), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2024-B)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust Depositor’s and the Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrust Depositor’s and the Trusts’ interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 26 contracts

Sources: Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2011-2), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2011-2), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2011-1)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrust Depositor’s and the Trusts’ interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 12 contracts

Sources: Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2015-2), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2015-2), Transfer and Sale Agreement (Harley-Davidson Customer Funding Corp.)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 thirty (30) days’ prior written notice to the Owner Trustee Trust Depositor and to the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five (5) days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust Depositor’s and the Trust’s interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 10 contracts

Sources: Transfer and Sale Agreement (Harley Davidson Motorcycle Trust 2025-A), Transfer and Sale Agreement (Harley Davidson Motorcycle Trust 2025-A), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2024-B)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change its state of incorporation without first giving at least 30 days' prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s 's or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s 's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s 's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 6 contracts

Sources: Sale and Servicing Agreement (Harley Davidson Customer Funding Corp), Sale and Servicing Agreement (Harley Davidson Customer Funding Corp), Sale and Servicing Agreement (Harley Davidson Customer Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to the Owner Trustee Trust Depositor and to the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust Depositor’s and the Trust’s interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 6 contracts

Sources: Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2022-A), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2022-A), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2021-B)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days' prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust Depositor's and the Trust’s 's interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s Trust Depositor's and the Trusts' interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Trustees in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 5 contracts

Sources: Transfer and Sale Agreement (Harley Davidson Customer Funding Corp), Transfer and Sale Agreement (Harley Davidson Customer Funding Corp), Transfer and Sale Agreement (Harley Davidson Customer Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to the Owner Trustee Trustee[, the Underlying Trustee] and the Indenture Trustee. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the [Underlying] Trust’s interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the [Underlying] Trust’s interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee Trustee[, the Underlying Trustee] and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee Trustee[, the Underlying Trustee] and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the [Underlying] Trust in the Trust Corpus [and the Indenture Trustee in the Collateral Collateral] have been filed, and reciting the details of such filing.

Appears in 5 contracts

Sources: Sale and Servicing Agreement (Harley-Davidson Customer Funding Corp.), Sale and Servicing Agreement (Harley-Davidson Customer Funding Corp.), Sale and Servicing Agreement (Harley-Davidson Customer Funding Corp.)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust Depositor’s and the Trust’s interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 4 contracts

Sources: Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2020-A), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2020-A), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2019-A)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the [Underlying] Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrust Depositor’s and the [Underlying] Trusts’ interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the [Underlying] Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 3 contracts

Sources: Transfer and Sale Agreement (Harley-Davidson Customer Funding Corp.), Transfer and Sale Agreement (Harley-Davidson Customer Funding Corp.), Transfer and Sale Agreement (Harley-Davidson Customer Funding Corp.)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust Depositor’s and the Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrust Depositor’s and the Trusts’ interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Trustees in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 3 contracts

Sources: Transfer and Sale Agreement (Harley Davidson Customer Funding Corp), Transfer and Sale Agreement (Harley Davidson Customer Funding Corp), Transfer and Sale Agreement (Harley Davidson Customer Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change relocate its state of incorporation chief executive office without first giving at least 30 days' prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s 's or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s 's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state place of incorporation business (within the meaning of Article 9 of the UCC) from the location specified in Section 11.04 below unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s 's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Owner Trustee in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Eaglemark Inc), Sale and Servicing Agreement (Eaglemark Inc)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change relocate its state of incorporation chief executive office without first giving at least 30 thirty (30) days' prior written notice to the Owner Trustee Depositor and to the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five (5) days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s Depositor's and the Issuer's interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state place of incorporation business or its chief executive office (within the meaning of Article 9 of the UCC) from the location specified in SECTION 7.06 below unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s Depositor's and Issuer's interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 2 contracts

Sources: Transfer and Sale Agreement (Dealer Auto Receivables Corp), Transfer and Sale Agreement (Dealer Auto Receivables Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change relocate its state of incorporation chief executive office without first giving at least 30 days' prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s 's or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s 's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state place of incorporation business (within the meaning of Article 9 of the UCC) from the location specified in SECTION 11.04 unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s 's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Harley Davidson Customer Funding Corp), Sale and Servicing Agreement (Harley Davidson Customer Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the Underlying Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrust Depositor’s and the Underlying Trusts’ interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Underlying Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 2 contracts

Sources: Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2016-A), Transfer and Sale Agreement (Harley-Davidson Motorcycle Trust 2016-A)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change its state of incorporation without first giving at least 30 days’ prior written notice to the Owner Trustee, the Underlying Trustee and the Indenture Trustee. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Underlying Trust’s interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Underlying Trust’s interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee, the Underlying Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee, the Underlying Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Underlying Trust in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2016-A), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2016-A)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change its state of incorporation without first giving at least 30 thirty (30) days’ prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five (5) days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust’s interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Harley Davidson Motorcycle Trust 2025-A), Sale and Servicing Agreement (Harley Davidson Motorcycle Trust 2025-A)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 days' prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust Depositor's and the Trust’s 's interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s Trust Depositor's and the Trusts' interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 1 contract

Sources: Transfer and Sale Agreement (Harley Davidson Customer Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change relocate its state of incorporation chief executive office without first giving at least 30 days' prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s 's or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s 's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state place of incorporation business (within the meaning of Article 9 of the UCC) from the location specified in Section 11.04 below unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s 's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion Opinion of counsel Counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust in the Trust Corpus Owner Trustee and the Indenture Trustee in the Collateral Trust Corpus have been filed, and reciting the details of such filing.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Harley Davidson Customer Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the no Seller nor the Trust Depositor shall change its name, identity or structure or change relocate its state of incorporation chief executive office, or relocate or establish a new location where Contract Files are maintained, without first giving at least 30 days' prior written notice to Trust Depositor and to the Owner Trustee and the Indenture TrusteeTrustees. (b) If any change in either the a Seller’s or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicerrespective Seller, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s Trustees' interests in the Trust Corpus Assets and the proceeds thereof. In addition, neither the each Seller nor the Trust Depositor shall not change its state place of incorporation business or its chief executive office (within the meaning of Article 9 of the UCC) from the location specified in Section 7.06 below, or relocate or establish a location where it maintains Contract Files which is other than one of the UCC Filing Locations unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s Issuer's and Trustees' interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer each Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Trustees in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 1 contract

Sources: Transfer and Sale Agreement (Heller Funding Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall not change its name, identity or structure or change its state of incorporation without first giving at least 30 thirty (30) days’ prior written notice to the Owner Trustee Trust Depositor and to the Indenture TrusteeTrustees. (b) If any change in either the Seller’s or the Trust Depositor’s name, identity or structure or other action would make any financing or continuation statement or notice of ownership interest or lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the ServicerSeller, no later than five (5) days after the effective date of such change, shall file such amendments amendments, if any, as may be required to preserve and protect the Trust Depositor’s and the [Underlying] Trust’s interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its state of incorporation unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrust Depositor’s and the [Underlying] Trusts’ interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to the Owner Trustee Trust Depositor and the Indenture Trustee Trustees an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Depositor and the [Underlying] Trust in the Trust Corpus and the Indenture Trustee in the Collateral Contract Assets have been filed, and reciting the details of such filing.

Appears in 1 contract

Sources: Transfer and Sale Agreement (Harley-Davidson Customer Funding Corp.)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change relocate its state of incorporation chief executive office without first giving at least 30 days' prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s 's or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s Issuer's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state place of incorporation business (within the meaning of Article 9 of the UCC) from the location specified in SECTION 11.04 below unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s Issuer's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Issuer in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Dealer Auto Receivables Corp)

Name Change or Relocation. (a) During the term of this Agreement, neither the Seller nor the Trust Depositor shall change its name, identity or structure or change relocate its state of incorporation chief executive office without first giving at least 30 days' prior written notice to the Owner Trustee and the Indenture Trustee. (b) If any change in either the Seller’s 's or the Trust Depositor’s 's name, identity or structure or other action would make any financing or continuation statement or notice of lien filed under this Agreement seriously misleading within the meaning of applicable provisions of the UCC or any title statute, the Servicer, no later than five days after the effective date of such change, shall file such amendments as may be required to preserve and protect the Trust’s Issuer's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its state place of incorporation business (within the meaning of Article 9 of the UCC) from the location specified in SECTION 11.04 unless it has first taken such action as is advisable or necessary to preserve and protect the Trust’s Issuer's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Owner Trustee and the Indenture Trustee an opinion of counsel reasonably acceptable to the Owner Trustee and the Indenture Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trust Issuer in the Trust Corpus and the Indenture Trustee in the Collateral have been filed, and reciting the details of such filing.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Dealer Auto Receivables Corp)