Common use of Titled Collateral Clause in Contracts

Titled Collateral. The parties hereto acknowledge that (a) Bank of America, N.A. is listed as the sole lienholder on certain existing certificates of title (the “Existing Certificates of Title”) with respect to certificated vehicles owned by the Debtors as of July 23, 2001 (the “Existing Titled Collateral”), and (b) the notation of Bank of America, N.A. as sole lienholder on the Existing Certificates of Title is intended by the parties hereto for all purposes to notate and perfect the Liens of both the Senior Existing Titled Collateral Agent and the Junior Agent in and to the Existing Certificates of Title and the Existing Titled Collateral. The Junior Agent further acknowledges and agrees that, to the extent it has not already done so, the Junior Agent shall deliver the originals of each Existing Certificate of Title to the Senior Agent (or its agent or representative), together with each other document relating thereto, promptly after the execution and delivery of this Agreement. The Junior Agent hereby irrevocably appoints the Senior Agent as the Junior Agent’s attorney-in-fact with full authorization to execute and deliver on behalf of the Junior Agent all such title applications, releases and other documents as the Senior Agent deems necessary or appropriate in connection with any sale or other disposition of any certificated vehicles of the Debtors with respect to which the Lien of the Junior Agent is now or hereafter notated on the related certificate of title (including the Existing Titled Collateral and Existing Certificates of Title) in order to release the Lien of the Junior Agent in such certificated vehicles and the related certificates of title (including the Existing Titled Collateral and Existing Certificates of Title).