Sprint - Nextel 2015 Annual Report Download - page 248

(i) Disclosure of Transactions . All financial statements of the Servicer, the Originators, and any of their Affiliates that are
consolidated to include any Lessee will disclose that (i) such Lessee’s sole business consists of the purchase or acceptance
through capital contributions of wireless mobile devices and related customer leases from its Related Originator, the
subsequent retransfer to the Buyer of or granting of a security interest to Mobile Leasing Solutions for the benefit of Series 1
in such devices and certain rights and obligations under the related customer leases, the subsequent lease back of such
devices from the Buyer, and performing its obligations under (x) the Related Customer Leases and the other Transaction
Documents to which it is a party and (y) any other customer lease subject to a Lessee Permitted Additional Tranche to which
it is a party and Lessee Permitted Additional Tranche Transaction Document to which it is a party, (ii) such Lessee is a
separate legal entity with its own separate creditors who will be entitled, upon its liquidation, to be satisfied out of the
Lessee’s assets prior to any assets or value in the Lessee becoming available to the Lessee’s equity holders and (iii) the assets
of the Lessee are not available to pay creditors of the Servicer, any Originator or any Affiliate thereof (other than any other
Lessee);
(j) Arm’s-Length Relationships . Each Lessee shall maintain an arm’s-length relationship with the Servicer, each
Originator, and its other Affiliates (other than the other Lessees). Except as expressly contemplated by the Transaction
Documents or any Lessee Permitted Additional Tranche Transaction Document, no Lessee, on the one hand, or the Servicer,
any Originator, or any of its other Affiliates, on the other hand, will be or will hold itself out to be responsible for the debts of
the other (other than any other Lessee) or the decisions or actions respecting the daily business and affairs of the other. Each
Lessee, the Servicer, any Originators, and the Lessee’s other Affiliates will immediately correct any known misrepresentation
with respect to the foregoing, and they will not operate or purport to operate as an integrated single economic unit with
respect to each other or in their dealings with any other entity (other than among the Lessee);
(k) Allocation of Overhead . To the extent that any Lessee, on the one hand, and the Servicer, any Originator or any
Affiliate thereof, on the other hand, have offices in the same location, there shall be a fair and appropriate allocation of
overhead costs between them, and such Lessee shall bear its fair share of such expenses, which may be paid through the
Servicing Fee or otherwise;
(l) Identification . Each Lessee shall at all times hold itself out to the public under such Lessee’s own name as a legal entity
separate and distinct from its equity holders, members, managers, the Servicer, any Originator or any Affiliate thereof (other
than any other Lessee);
(m) Capital . Each Lessee shall maintain adequate capital in light of its contemplated business operations;
(n) Additional Agreements . Each Lessee also agrees that:
(i) no Lessee shall issue any security of any kind except certificates evidencing equity interests issued to its
Related Originator in connection with its
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