Certain Agreements of the Bank.
The Bank Each of the Banks severally covenants and agrees with the several Underwriters as follows: (a) To the extent, if any, that the rating provided with respect to the
Class A Certificates by any Rating Agency is conditional upon the furnishing of documents or the taking of any other actions by
the such Bank,
the such Bank shall use its best efforts to furnish such documents and take any such other actions unless (x) the furnishing of such documents or the taking of any such action is first
...required by such Rating Agency after the Execution Time and (y) doing so would have a material adverse effect upon the such Bank. (b) The Bank, Centurion and FSB, or (to the extent permitted by the Credit Risk Retention Rules) one or more of its their wholly-owned affiliates (as defined in the Credit Risk Retention Rules) will continue to comply with all requirements imposed on sponsors of a securitization transaction by the Credit Risk Retention Rules for so long as those requirements are applicable, including maintaining a "seller's interest" (as defined in the Credit Risk Retention Rules) in the Trust of not less than 5% of the aggregate unpaid principal balance of all outstanding investor "ABS interest" (as defined in the Credit Risk Retention Rules) in the Trust, for the duration required in the Credit Risk Retention Rules, without any impermissible hedging, transfer or financing of such retained interest. The Bank Centurion and FSB will be solely responsible for compliance with the disclosure requirements of the Credit Risk Retention Rules, including the contents of all such disclosures, ensuring that the required pre-sale disclosures are contained in the Preliminary Prospectus, and ensuring that any required post-closing disclosures are provided to investors in the Prospectus or otherwise in a timely and an appropriate method that does not require any involvement of the Underwriters.
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