Covenants of the Retention Holder. The Retention Holder makes the following covenants, on which the Transferor and the Issuer will rely in connection with the conveyance of the Initial Conveyed Collateral on the Closing Date (and any Subsequent Conveyed Collateral on the applicable Settlement Date) to the Retention Holder and the Issuer, and on which the Retention Holder acknowledges and agrees the Issuer and the Trustee for the benefit of the Secured Parties each shall be entitled to rely as an express third party beneficiary as a condition of the Issuer and the Trustee entering into the Transaction Documents to which each of them is a party and as a condition to the Noteholders purchasing the Notes. Each of the Transferor and the Issuer acknowledges that such covenants are being made by the Retention Holder for the benefit of the Transferor, the Issuer and the Trustee for the benefit of the Secured Parties.
