PROMPTLY FILED SUCH AMENDMENTS TO PREVIOUSLY FILED FINANCING STATEMENTS OR
CONTINUATION STATEMENTS OR SUCH NEW FINANCING STATEMENTS AS MAY BE NECESSARY TO
CONTINUE THE PERFECTION OF THE INTEREST OF THE TRUST AND THE INDENTURE TRUSTEE
FOR THE BENEFIT OF THE NOTEHOLDERS AND THE INSURER IN THE CONTRACTS AND THE
PROCEEDS THEREOF.
(C)
THE DEPOSITOR AND THE SERVICER SHALL GIVE THE OWNER TRUSTEE AND
THE INDENTURE TRUSTEE AT LEAST SIXTY (60) DAYS' PRIOR WRITTEN NOTICE OF ANY
RELOCATION OF ITS PRINCIPAL EXECUTIVE OFFICE OR CHANGE OF ITS JURISDICTION OF
FORMATION AND SHALL PROMPTLY FILE ANY SUCH AMENDMENT, CONTINUATION STATEMENT OR
ANY NEW FINANCING STATEMENT.
THE SERVICER SHALL AT ALL TIMES MAINTAIN EACH
OFFICE FROM WHICH IT SHALL SERVICE CONTRACTS, AND ITS PRINCIPAL EXECUTIVE
OFFICE, WITHIN THE UNITED STATES OF AMERICA.
(D)
THE SERVICER SHALL MAINTAIN ACCOUNTS AND RECORDS AS TO EACH
CONTRACT ACCURATELY AND IN SUFFICIENT DETAIL TO PERMIT (I) THE READER THEREOF TO
KNOW AT ANY TIME THE STATUS OF SUCH CONTRACT, INCLUDING PAYMENTS AND RECOVERIES
MADE AND PAYMENTS OWING (AND THE NATURE OF EACH) AND (II) RECONCILIATION BETWEEN
PAYMENTS OR RECOVERIES ON (OR WITH RESPECT TO) EACH CONTRACT AND THE AMOUNTS
FROM TIME TO TIME DEPOSITED IN THE COLLECTION ACCOUNT AND THE RESERVE ACCOUNT IN
RESPECT OF SUCH CONTRACT.
(E)
THE SERVICER SHALL MAINTAIN ITS COMPUTER SYSTEMS SO THAT, FROM AND
AFTER THE TIME OF THE TRANSFER OF THE CONTRACTS TO THE TRUST PURSUANT TO THIS
AGREEMENT, THE SERVICER'S MASTER COMPUTER RECORDS (INCLUDING ANY BACK-UP
ARCHIVES) THAT REFER TO A CONTRACT SHALL INDICATE CLEARLY THE INTEREST OF THE
TRUST AND THE INDENTURE TRUSTEE IN SUCH CONTRACT AND THAT SUCH CONTRACT IS OWNED
BY THE TRUST AND HAS BEEN PLEDGED TO THE INDENTURE TRUSTEE PURSUANT TO THE
INDENTURE.
INDICATION OF THE TRUST'S AND THE INDENTURE TRUSTEE'S INTEREST IN A
CONTRACT SHALL BE DELETED FROM OR MODIFIED ON THE SERVICER'S COMPUTER SYSTEMS
WHEN, AND ONLY WHEN, SUCH CONTRACT SHALL HAVE BEEN PAID IN FULL OR REPURCHASED
BY THE DEPOSITOR OR PURCHASED BY THE SERVICER.
(F)
IF AT ANY TIME THE DEPOSITOR OR THE SERVICER SHALL PROPOSE TO
SELL, GRANT A SECURITY INTEREST IN OR OTHERWISE TRANSFER ANY INTEREST IN ANY
MOTOR VEHICLE RETAIL INSTALLMENT SALE CONTRACT OR SECURITY INTEREST AND
PROMISSORY NOTE TO ANY PROSPECTIVE PURCHASER, LENDER OR OTHER TRANSFEREE, THE
SERVICER SHALL GIVE TO SUCH PROSPECTIVE PURCHASER, LENDER OR OTHER TRANSFEREE
COMPUTER TAPES, COMPACT DISKS, RECORDS OR PRINT-OUTS (INCLUDING ANY RESTORED
FROM BACK-UP ARCHIVES) THAT, IF THEY SHALL REFER IN ANY MANNER WHATSOEVER TO ANY
CONTRACT, SHALL INDICATE CLEARLY THAT SUCH CONTRACT
45
has been sold and is owned by the Trust and has been pledged to the Indenture
Trustee (unless such Contract has been paid in full or repurchased by the
Depositor or purchased by the Servicer).
(G)
THE SERVICER SHALL PERMIT THE OWNER TRUSTEE, THE INDENTURE TRUSTEE
AND THEIR RESPECTIVE AGENTS AT ANY TIME DURING NORMAL BUSINESS HOURS TO INSPECT,
AUDIT AND MAKE COPIES OF AND ABSTRACTS FROM THE SERVICER'S RECORDS REGARDING ANY
CONTRACT.
(H)
UPON REQUEST,