This Agreement shall be binding upon and inure to the benefit of the Buyer and the Sub-Originator and their respective successors and permitted assigns. The Sub-Originator may not assign any of its rights hereunder or any interest herein without the prior written consent of the Buyer, the Administrative Agent and each Lender, except as otherwise herein specifically provided. This Agreement shall create and constitute the continuing obligations of the parties hereto in accordance with its terms, and shall remain in full force and effect until terminated in accordance with the terms hereof. The rights and remedies with respect to any breach of any representation and warranty made by the Sub-Originator pursuant to Article  V and the indemnification and payment provisions of Article IX and Section  10.6 shall be continuing and shall survive any termination of this Agreement.