Common use of ASSIGNMENT OF RIGHTS UNDER AGREEMENT Clause in Contracts

ASSIGNMENT OF RIGHTS UNDER AGREEMENT. Trust Depositor has the right to assign its interest under this Agreement to the Trust, which shall in turn assign its interest under this Agreement to the Indenture Trustee for the benefit of the Noteholders as may be required to effect the purposes of the Sale and Servicing Agreement and the Indenture, without further notice to, or consent of, the Sellers, and the Trust and the Indenture Trustee for the benefit of the Noteholders shall succeed to all of the rights of Trust Depositor hereunder. The Sellers acknowledge that, pursuant to the Sale and Servicing Agreement, Trust Depositor will assign all of its right, title and interest in and to the Receivables and related Assets conveyed hereunder and all other rights of the Trust Depositor hereunder to the Trust, including but not limited to, its right to exercise the remedies created by Section 6.2 hereof for breaches of representations and warranties of the Sellers contained in Article III hereof, which shall in turn assign such right, title and interest to the Indenture Trustee for the benefit of the Noteholders as well as any other covenants or representations or warranties made by the Sellers hereunder. The Sellers agree that, upon such assignment to the Trust and the Indenture Trustee for the benefit of the Noteholders, such remedies, covenants and representations, including the repurchase obligations of Sellers with respect to breaches of such representations set forth herein and in Section 2.7 of the Sale and Servicing Agreement, will run to and be for the benefit of the Trust and the Indenture Trustee for the benefit of the Noteholders and their respective assignees and the Trust, the Indenture Trustee or such assignee may enforce the same directly without joinder of Trust Depositor.

ASSIGNMENT OF RIGHTS UNDER AGREEMENT. Trust Depositor has the right to assign its interest under this Agreement to the Trust, which shall in turn assign its interest under this Agreement to the Indenture Trustee for the benefit of the Noteholders as may be required to effect the purposes of the Sale and Servicing Agreement and the Indenture, without further notice to, or consent of, the Sellers, and the Trust and the Indenture Trustee for the benefit of the Noteholders shall succeed to all such of the rights of Trust Depositor hereunderhereunder as shall be so assigned. The Sellers acknowledge that, pursuant to the Sale and Servicing Agreement, Trust Depositor will sell and assign all of its right, title and interest in and to the Receivables and related Assets conveyed hereunder and all other rights of the Trust Depositor hereunder to the Trusthereunder, including but not limited to, its right to exercise the remedies created by Section 6.2 6.01 hereof for breaches of representations and warranties of the Sellers contained in Article III hereofhereof to the Trust, which shall in turn assign such right, title and interest to the Indenture Trustee for the benefit of the Noteholders as well as any other covenants or representations or warranties made by the Sellers hereunder. The Sellers agree that, upon such assignment to the Trust and the Indenture Trustee for the benefit of the Noteholders, such remedies, covenants and representations, including the repurchase obligations of Sellers with respect to breaches of such representations set forth herein and in Section 2.7 6.5 of the Sale and Servicing Agreement, will run to and be for the benefit of the Trust and the Indenture Trustee for the benefit of the Noteholders and their respective assignees and the Trust, the Indenture Trustee or such assignee may enforce the same directly without joinder of Trust Depositor.