Common use of Acknowledgment and Agreement Clause in Contracts

Acknowledgment and Agreement. By execution below, the Seller expressly acknowledges and consents to the sale of the Transaction SUBI Certificate and the Transaction SUBI and the assignment of all rights and obligations of the Seller related thereto by the Buyer to the Issuer pursuant to the SUBI Transfer Agreement and the mortgage, pledge, assignment and grant of a security interest in the Transaction SUBI Certificate and the Transaction SUBI by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders. In addition, the Seller hereby acknowledges and agrees that for so long as the Notes are outstanding, the Indenture Trustee will have the right to exercise all powers, privileges and claims of the Buyer under this Agreement in the event that the Buyer shall fail to exercise the same.

Acknowledgment and Agreement. By execution below, the Seller expressly acknowledges and consents to the sale of the Transaction SUBI Certificate and the Transaction SUBI and the assignment of all rights and obligations of the Seller related thereto by the Buyer to the Issuer pursuant to the SUBI Transfer Agreement and the mortgage, pledge, assignment and grant of a security interest in the Transaction SUBI Certificate and the Transaction SUBI by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders. In addition, the Seller hereby acknowledges and agrees that for so long as the Notes are outstanding, the Indenture Trustee will have the right to exercise all powers, privileges and claims of the Buyer under this Agreement in the event that the Buyer shall fail to exercise the sameAgreement.

Acknowledgment and Agreement. By execution below, the Seller expressly acknowledges and consents to the sale to the conveyance of the Transaction SUBI Certificate and the Transaction SUBI Transferred Assets and the assignment of all rights and obligations of the Seller related thereto by the Buyer Issuer to the Issuer Grantor Trust pursuant to the SUBI Transfer Contribution Agreement and the mortgage, pledge, assignment and grant Grant of a security interest in the Transaction SUBI Certificate Receivables and the Transaction SUBI other Transferred Assets by the Issuer and the Grantor Trust to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders. In addition, the Seller hereby acknowledges and agrees that for so long as the Notes are outstanding, the Indenture Trustee will have have, pursuant to the Transaction Documents, the right to exercise all powers, privileges and claims of the Buyer Issuer under this Agreement in the event that the Buyer Issuer shall fail to exercise the same.same.‌