Common use of Each Exchange Note Separate; Assignees of Exchange Note Clause in Contracts

Each Exchange Note Separate; Assignees of Exchange Note. Each party hereto acknowledges and agrees (and each holder or pledgee of the 201[__]-[__] Exchange Note, by virtue of its acceptance of such 201[__]-[__] Exchange Note or pledge thereof acknowledges and agrees) that (i) the Specified Interest is a separate series of the Titling Trust as provided in Section 3806(b)(2) of Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code Section 3801 et seq., (ii) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to (a) the 201[__]-[__] Exchange Note or the related 201[__]-[__] Reference Pool shall be enforceable against such 201[__]-[__] Reference Pool only and not against any other Reference Pool or the Revolving Facility Pool and (b) any other Exchange Note, any other Reference Pool or the Revolving Facility Pool shall be enforceable against such other Exchange Note, other Reference Pools, or the Revolving Facility Pool only, as applicable, and not against the 201[__]-[__] Exchange Note or any 201[__]-[__] Lease or 201[__]-[__] Vehicle included in the 201[__]-[__] Reference Pool, (iii) except to the extent required by law, the leases and the related leased vehicles included in the Revolving Facility Pool or leases and the related leased vehicles included in any other Reference Pool with respect to any other Exchange Note (other than the 201[__]-[__] Exchange Note transferred hereunder which is related to the 201[__]-[__] Reference Pool) shall not be subject to the claims, debts, liabilities, expenses or obligations arising from or with respect to the 201[__]-[__] Exchange Note in respect of such claim, (iv) no creditor or holder of a claim relating to (a) the 201[__]-[__] Exchange Note or the related 201[__]-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to any other Reference Pool, the Revolving Facility Pool or any other Exchange Note or the assets allocated thereto (except to the extent of amounts available to such Persons on a fully subordinated basis), and (b) any other Reference Pool, the Revolving Facility Pool or any other Exchange Note other than the 201[__]-[__] Exchange Note related to the 201[__]-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to the 201[__]-[__] Reference Pool and (v) any purchaser, assignee or pledgee of an interest in the 201[__]-[__] Reference Pool or, the 201[__]-[__] Exchange Note, must, prior to or contemporaneously with the grant of any such assignment, pledge or security interest, (a) give to the Titling Trust a non-petition covenant substantially similar to that set forth in Section 11.10 of the Titling Trust Agreement and (b) execute an agreement for the benefit of each holder, assignee or pledgee from time to time of any other Exchange Note to release all claims to the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool and, in the event that such release is not given effect, to fully subordinate all claims it may be deemed to have against the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool.

Each Exchange Note Separate; Assignees of Exchange Note. Each party hereto acknowledges and agrees (and each holder or pledgee of the 201[__]-20[__]-[__] Exchange Note, by virtue of its acceptance of such 201[__]-[__] Exchange Note or pledge thereof acknowledges and agrees) that (i) the Specified Interest is a separate series of the Titling Trust as provided in Section 3806(b)(2) of Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code Section 3801 et seq., (ii) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to (a) the 201[__]-20[__]-[__] Exchange Note or the related 201[__]-20[__]-[__] Reference Pool shall be enforceable against such 201[__]-20[__]-[__] Reference Pool only and not against any other Reference Pool or the Revolving Facility Pool and (b) any other Exchange Note, any other Reference Pool Pool, or the Revolving Facility Pool shall be enforceable against such other Exchange Note, other Reference Pools, or the Revolving Facility Pool only, as applicable, and not against the 201[__]-20[__]-[__] Exchange Note or any 201[__]-20[__]-[__] Lease or 201[__]-20[__]-[__] Vehicle included in the 201[__]-20[__]-[__] Reference Pool, (iii) except to the extent required by law, the leases and the related leased vehicles included in the Revolving Facility Pool or leases and the related leased vehicles included in any other Reference Pool with respect to any other Exchange Note (other than the 201[__]-20[__]-[__] Exchange Note transferred hereunder which is related to the 201[__]-20[__]-[__] Reference Pool) shall not be subject to the claims, debts, liabilities, expenses or obligations arising from or with respect to the 201[__]-20[__]-[__] Exchange Note in respect of such claim, (iv) no creditor or holder of a claim relating to (a) the 201[__]-20[__]-[__] Exchange Note or the related 201[__]-20[__]-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to any other Reference Pool, the Revolving Facility Pool or any other Exchange Note or the assets allocated thereto (except to the extent of amounts available to such Persons on a fully subordinated basis), ) and (b) any other Reference Pool, the Revolving Facility Pool or any other Exchange Note other than the 201[__]-20[__]-[__] Exchange Note related to the 201[__]-20[__]-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to the 201[__]-20[__]-[__] Reference Pool and (v) any purchaser, assignee or pledgee of an interest in the 201[__]-20[__]-[__] Reference Pool or, the 201[__]-20[__]-[__] Exchange Note, must, prior to or contemporaneously with the grant of any such assignment, pledge or security interest, (a) give to the Titling Trust a non-petition covenant substantially similar to that set forth in Section 11.10 of the Titling Trust Agreement and (b) execute an agreement for the benefit of each holder, assignee or pledgee from time to time of any other Exchange Note to release all claims to the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool and, in the event that such release is not given effect, to fully subordinate all claims it may be deemed to have against the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool.

Each Exchange Note Separate; Assignees of Exchange Note. Each party hereto acknowledges and agrees (and each holder or pledgee of the 201[__]-201_-[__] Exchange Note, by virtue of its acceptance of such 201[__]-[__] Exchange Note or pledge thereof acknowledges and agrees) that (i) the Specified Interest is a separate series of the Titling Trust as provided in Section 3806(b)(2) of Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code Section 3801 et seq., (ii) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to (a) the 201[__]-201_-[__] Exchange Note or the related 201[__]-201_-[__] Reference Pool shall be enforceable against such 201[__]-201_-[__] Reference Pool only and not against any other Reference Pool or the Revolving Facility Pool and (b) any other Exchange Note, any other Reference Pool Pool, or the Revolving Facility Pool shall be enforceable against such other Exchange Note, other Reference Pools, or the Revolving Facility Pool only, as applicable, and not against the 201[__]-201_-[__] Exchange Note or any 201[__]-201_-[__] Lease or 201[__]-201_-[__] Vehicle included in the 201[__]-201_-[__] Reference Pool, (iii) except to the extent required by law, the leases and the related leased vehicles included in the Revolving Facility Pool or leases and the related leased vehicles included in any other Reference Pool with respect to any other Exchange Note (other than the 201[__]-201_-[__] Exchange Note transferred hereunder which is related to the 201[__]-201_-[__] Reference Pool) shall not be subject to the claims, debts, liabilities, expenses or obligations arising from or with respect to the 201[__]-201_-[__] Exchange Note in respect of such claim, (iv) no creditor or holder of a claim relating to (a) the 201[__]-201_-[__] Exchange Note or the related 201[__]-201_-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to any other Reference Pool, the Revolving Facility Pool or any other Exchange Note or the assets allocated thereto (except to the extent of amounts available to such Persons on a fully subordinated basis), ) and (b) any other Reference Pool, the Revolving Facility Pool or any other Exchange Note other than the 201[__]-201_-[__] Exchange Note related to the 201[__]-201_-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to the 201[__]-201_-[__] Reference Pool and (v) any purchaser, assignee or pledgee of an interest in the 201[__]-201_-[__] Reference Pool or, the 201[__]-201_-[__] Exchange Note, must, prior to or contemporaneously with the grant of any such assignment, pledge or security interest, (a) give to the Titling Trust a non-petition covenant substantially similar to that set forth in Section 11.10 of the Titling Trust Agreement and (b) execute an agreement for the benefit of each holder, assignee or pledgee from time to time of any other Exchange Note to release all claims to the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool and, in the event that such release is not given effect, to fully subordinate all claims it may be deemed to have against the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool.

Each Exchange Note Separate; Assignees of Exchange Note. Each party hereto acknowledges and agrees (and each holder or pledgee of the 201[__]-20[__]-[__] Exchange Note, by virtue of its acceptance of such 201[__]-20[__]-[__] Exchange Note or pledge thereof acknowledges and agrees) that (i) the Specified Interest is a separate series of the Titling Trust as provided in Section 3806(b)(2) of Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code Section 3801 et seq., (ii) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to (a) the 201[__]-20[__]-[__] Exchange Note or the related 201[__]-20[__]-[__] Reference Pool shall be enforceable against such 201[__]-20[__]-[__] Reference Pool only and not against any other Reference Pool or the Revolving Facility Pool and (b) any other Exchange Note, any other Reference Pool or the Revolving Facility Pool shall be enforceable against such other Exchange Note, other Reference Pools, or the Revolving Facility Pool only, as applicable, and not against the 201[__]-20[__]-[__] Exchange Note or any 201[__]-20[__]-[__] Lease or 201[__]-20[__]-[__] Vehicle included in the 201[__]-20[__]-[__] Reference Pool, (iii) except to the extent required by law, the leases and the related leased vehicles included in the Revolving Facility Pool or leases and the related leased vehicles included in any other Reference Pool with respect to any other Exchange Note (other than the 201[__]-20[__]-[__] Exchange Note transferred hereunder which is related to the 201[__]-20[__]-[__] Reference Pool) shall not be subject to the claims, debts, liabilities, expenses or obligations arising from or with respect to the 201[__]-20[__]-[__] Exchange Note in respect of such claim, (iv) no creditor or holder of a claim relating to (a) the 201[__]-20[__]-[__] Exchange Note or the related 201[__]-20[__]-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to any other Reference Pool, the Revolving Facility Pool or any other Exchange Note or the assets allocated thereto (except to the extent of amounts available to such Persons on a fully subordinated basis), and (b) any other Reference Pool, the Revolving Facility Pool or any other Exchange Note other than the 201[__]-20[__]-[__] Exchange Note related to the 201[__]-20[__]-[__] Reference Pool shall be entitled to maintain any action against or recover any assets allocated to the 201[__]-20[__]-[__] Reference Pool and (v) any purchaser, assignee or pledgee of an interest in the 201[__]-20[__]-[__] Reference Pool or, the 201[__]-20[__]-[__] Exchange Note, must, prior to or contemporaneously with the grant of any such assignment, pledge or security interest, (a) give to the Titling Trust a non-petition covenant substantially similar to that set forth in Section 11.10 of the Titling Trust Agreement and (b) execute an agreement for the benefit of each holder, assignee or pledgee from time to time of any other Exchange Note to release all claims to the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool and, in the event that such release is not given effect, to fully subordinate all claims it may be deemed to have against the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool.