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 relocate its chief executive office without first giving at least 30 days' prior written notice to the 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 place of business (within the meaning of Article 9 of the UCC) from the location specified in Section 12.09 below 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 Trustee an opinion of counsel reasonably acceptable to the Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trustee in the Trust Corpus have been filed, and reciting the details of such filing.
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Eaglemark Inc), Pooling and Servicing Agreement (Eaglemark Inc), Pooling 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 relocate its chief executive office without first giving at least 30 days' prior written notice to Trust Depositor and to the 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 place of business or its chief executive office (within the meaning of Article 9 of the UCC) from the location specified in Section 12.09 7.06 below 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 Trust Depositor and the Trustee Trustees an opinion of counsel reasonably acceptable to the Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trustee Trustees in the Trust Corpus Contract Assets have been filed, and reciting the details of such filing.
Appears in 2 contracts
Sources: 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 relocate its chief executive office without first giving at least 30 days' prior written notice to Trust Depositor and to the 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's Trustees' interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its place of business or its chief executive office (within the meaning of Article 9 of the UCC) from the location specified in Section 12.09 7.06 below unless it has first taken such action as is advisable or necessary to preserve and protect the TrustIssuer's and Trustees' interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to Trust Depositor and the Trustee Trustees an opinion of counsel reasonably acceptable to the Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trustee Trustees in the Trust Corpus Contract Assets have been filed, and reciting the details of such filing.
Appears in 2 contracts
Sources: Transfer and Sale Agreement (Eaglemark Inc), Transfer and Sale Agreement (Eaglemark Inc)
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 relocate its chief executive office without first giving at least 30 days' prior written notice to the 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 TrustTrustee's interests in the Trust Corpus and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall change its place of business (within the meaning of Article 9 of the UCC) from the location specified in Section 12.09 SECTION 13.08 below unless it has first taken such action as is advisable or necessary to preserve and protect the TrustTrustee's interest in the Trust Corpus. Promptly after taking any of the foregoing actions, the Servicer shall deliver to the Trustee an opinion of counsel reasonably acceptable to the Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trustee in the Trust Corpus have been filed, and reciting the details of such filing.
Appears in 1 contract
Sources: Pooling 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 not change its name, identity or structure or relocate its chief executive office without first giving at least 30 days' prior written notice to Trust Depositor and to the 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 as may be required to preserve and protect the Trust's Trustees' interests in the Trust Corpus Contract Assets and the proceeds thereof. In addition, neither the Seller nor the Trust Depositor shall not change its place of business or its chief executive office (within the meaning of Article 9 of the UCC) from the location specified in Section 12.09 7.06 below unless it has first taken such action as is advisable or necessary to preserve and protect the TrustIssuer's and Trustees' interest in the Trust CorpusContract Assets. Promptly after taking any of the foregoing actions, the Servicer Seller shall deliver to Trust Depositor and the Trustee Trustees an opinion of counsel reasonably acceptable to the Trustee stating that, in the opinion of such counsel, all financing statements or amendments necessary to preserve and protect the interests of the Trustee Trustees in the Trust Corpus 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)