Common use of Appointment of the Servicer Clause in Contracts

Appointment of the Servicer. Each of the Lenders hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Purchaser hereby appoints --------------------------- the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and each related Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the The Servicer hereby accepts such appointment and agrees to perform the duties and obligations with respect thereto set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders Purchaser, the Operating Agent, and the Administrative Agent, Collateral Agent subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; , provided, that (a) -------- the Servicer shall remain liable for the performance of the duties and obligations of such the Sub-Servicer pursuant to the terms hereof, and (b) any Sub-Sub- Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, alone and the Lenders Purchaser, Operating Agent and the Administrative Collateral Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and and, in accordance with the Related Documents, to enforce the Borrower's, the Lenders' and the Administrative Agent's Buyer’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, (a) subcontract with Xxxx Industries, LLC for the collection, servicing or administration of the Transferred Receivables originated by Xxxx Industries, LLC and/or Xxxx PEX, Inc. and (b) with the prior written consent of the Requisite Lenders and the Administrative AgentBuyer, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (ai) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (bii) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Buyer shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (ciii) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders hereby --------------------------- appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts ------------- ----- such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Lender and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) -------- the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Sub- Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and, in accordance with the Related Documents and the Credit and Collection Policies, to enforce the Borrower's, the Lenders' and the Administrative Agent's Buyer’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative AgentBuyer, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Buyer shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Purchaser hereby --------------------------- appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts ------------- ----- such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders Purchaser, the Operating Agent and the Administrative Collateral Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the -------- duties and obligations of such the Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchaser, the Operating Agent and the Administrative Collateral Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Borrower hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Pledged Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its respective rights and interests in and under each Transferred Pledged Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 7.7, 9.2 or 11.01. In connection therewith, the subsection 3(A) of Exhibit I. The Servicer hereby accepts such appointment and agrees to perform the duties and obligations with respect thereto set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders Borrower and the Administrative Deal Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Pledged Receivables; provided, provided that (a) the Servicer shall remain liable for the performance of the duties and obligations of such the Sub-Servicer pursuant to the terms hereof, and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Pledged Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, alone and the Lenders Borrower, the Lender, the Deal Agent and the Administrative Collateral Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and and, in accordance with the Related Documents, to enforce the Borrower's, the Lenders' and the Administrative Agent's Buyer’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative AgentBuyer, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (ai) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (bii) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Buyer shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (ciii) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Conduit Lender and the Committed Lender hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Lender and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Lender hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' 's and the Administrative AgentLender's rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative AgentLender, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred ReceivablesReceivables and other Receivable Assets; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Lender shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Conduit Purchaser and the Committed Purchaser hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and the Seller Collateral and to serve in such capacity until the termination of its responsibilities pursuant to Sections SECTIONS 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Purchaser and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; providedPROVIDED, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer Servicer. Subject to compliance with the proviso set forth in the immediately preceding sentence, each of the Purchasers and (c) the Administrative Agent hereby consent to each Originator acting as a sub-servicer with respect to the Transferred Receivables originated by such Person. Any Sub-Servicing Agreement shall expressly provide that it shall automatically terminate will be terminated upon the any termination or replacement of the Servicer's responsibilities hereunder in accordance with the terms hereofServicer pursuant to SECTIONS 9.02 or 11.01.

Appointment of the Servicer. Each of the Lenders Conduit Purchaser and the Committed Purchaser hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Purchaser and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such the Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Issuer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service [and manage] the Transferred Receivables [Loans] [Purchaser Assets other than Purchaser SUBI Assets] and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor the [Loans] [[such] Purchaser Assets] and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 5.1 or 11.016.1. In connection therewiththerewith [and with the Servicer’s appointment as the Servicer with respect to the Series 201[●]-[●] SUBI pursuant to Section 1.3], the Servicer hereby accepts such appointment appointmen[s] and agrees to perform the duties and obligations set forth hereinin this Agreement [and, in the case of the Series 201[●]-[●] SUBI, in the Titling Trust Servicing Agreement]. The Servicer may, with the upon giving prior written consent of notice to the Requisite Lenders and the Administrative AgentIssuer, delegate any duties to any Person, or subcontract with a Sub-Servicer Servicer, for the collection, [management,] servicing or administration of the Transferred ReceivablesPurchaser Assets; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such any delegate or the Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables [Loans] [Purchaser Assets] involving a Sub-Servicer shall be deemed to be between the any Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Issuer shall not be deemed parties party thereto and shall have no obligations, duties or liabilities with respect to the such Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Conduit Purchaser and the Committedeach Purchaser Agent hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Purchaser Agent and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such the Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers, the Purchaser Agents and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Conduit Purchasers and the Committed Purchasers hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and the rights and interests under the Contract therefor as such rights and interests relate to such Transferred Receivable and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders Purchasers and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers, the Purchaser Agents and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Seller and the Purchaser hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. If and for so long as Cone Mills is the Servicer, Cone Mills may delegate its duties as Xxxxxcer in respect of any Traxxxxxred Receivables to the Originator of such Transferred Receivables and, to the extent of such delegation, all references to the Servicer in any Related Document shall be deemed to include such Originator in such capacity, but Cone Mills shall remain liable for the performance by such Originator of xxxx delegated duties. The Servicer may, with the prior written consent of the Requisite Lenders Purchaser, the Operating Agent and the Administrative Collateral Agent, subcontract with a Sub-Servicer (other than another Originator as provided above) for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such the Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchaser, the Operating Agent and the Administrative Collateral Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.. SECTION 7.02

Appointment of the Servicer. Each of the Lenders The Issuer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service [and manage] the Transferred [Loans] [Receivables Assets] and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor the [Loans] [Receivables Assets] and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 5.1 or 11.016.1. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth hereinin this Agreement. The parties hereto acknowledge that the Servicer has entered into the Consolidated Subservicing Agreement with GE Capital, and agree that all the [Loans] [Receivables Assets] shall initially be subserviced [and managed] by GE Capital pursuant to the terms thereof. In addition to the foregoing, the Servicer may, with the upon giving prior written consent notice to the Issuer, delegate any of the Requisite Lenders and the Administrative Agentits duties under this Agreement to any Person, or subcontract with a any other Sub-Servicer Servicer, in addition to or in lieu of GE Capital, for the collection, [management,] servicing or administration of the Transferred Receivables[Loans] [Receivables Assets]; provided, that with respect to the Consolidated Subservicing Agreement and each other Sub-Servicing Agreement (a) the Servicer shall remain liable for the performance of the duties and obligations of such any delegate or the Sub-Servicer pursuant to the terms hereof, hereof and (b) the Consolidated Subservicing Agreement and any other Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred [Loans] [Receivables Assets] involving a Sub-Servicer shall be deemed to be between the applicable Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Issuer shall not be deemed parties Servicing Agreement party thereto and shall have no obligations, duties or liabilities with respect to the any such Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and enforce on behalf of the Borrower's, the Lenders' Buyer and the Administrative Agent's Purchasers and, in accordance with the Related Documents, to enforce Buyer’s and the Purchasers’ rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided that no such consent shall be needed for the Servicer to subcontract with a Sub-Servicer that is also an Originator; and further provided, that (ai) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (bii) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and none of the Lenders and the Administrative Agent Buyer or any Specified Party shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and Servicer, (ciii) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereofhereof and (iv) each Originator acting as a Sub-Servicer hereby acknowledges that its rights as a Sub-Servicer shall terminate automatically, upon the termination of the Servicer’s responsibilities hereunder.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and enforce on behalf of the Borrower's, the Lenders' Buyer and the Administrative Agent's Purchasers and, in accordance with the Related Documents, to enforce Buyer’s and the Purchasers’ rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the Amended and Restated Receivables Transfer and Servicing Agreement duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative Purchaser Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided that no such consent shall be needed to subcontract with a Sub-Servicer that is an Affiliate of the Servicer; and further provided, that (ai) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (bii) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and none of the Lenders and the Administrative Agent Buyer, any Purchaser or any other Specified Party shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (ciii) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Conduit Purchaser and the Committed Purchaser hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' its (and the Administrative Agent's Originator's) rights and interests in and under each Transferred Receivable and Contract therefor and to the Seller Collateral and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Purchaser and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's’s, the Lenders' ’ and the Administrative Agent's ’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and and, in accordance with the Related Documents, to enforce the Borrower's, the Lenders' and the Administrative Agent's Buyer’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative AgentBuyer, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Buyer shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Conduit Purchaser and the Committed Purchaser hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Purchaser and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Purchasers hereby appoints the Servicer as its agent, and the Borrower Seller hereby acknowledges and agrees to such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 or 11.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders each Purchaser and the Administrative Agent, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, provided that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing WNC Receivables, LLC Receivables Purchase and Servicing Agreement Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders Purchasers and the Administrative Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and and, in accordance with the Related Documents, to enforce the Borrower's, the Lenders' and the Administrative Agent's Buyer’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 Section 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, (a) subcontract with Xxxx Industries, LLC for the collection, servicing or administration of the Transferred Receivables originated by Xxxx Industries, LLC and/or Xxxx PEX, Inc. and (b) with the prior written consent of the Requisite Lenders and the Administrative AgentBuyer, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (ai) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (bii) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Buyer shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (ciii) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Borrower hereby appoints the Servicer as its agent, and the Borrower Lenders hereby acknowledges and agrees to acknowledge such appointment, to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 Article VI or 11.01Section 7.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders Borrower, each Lender and the Administrative AgentAgent (other than Sub- Servicers retained solely to collect Defaulted Receivables, which shall require no such prior consent) not to be unreasonably withheld, subcontract with a one or more Sub-Servicer Servicers for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Sub- Servicer pursuant to the terms hereof, hereof and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Sub- Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent shall not be deemed parties thereto and shall or have no any obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders The Borrower hereby --------------------------- appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and enforce the Borrower's, the Lenders' and the Administrative Agent's its respective rights and interests in and under each Transferred Receivable and each related Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 7.10, 9.02 or 11.01. In connection therewith, the The Servicer hereby accepts such appointment and agrees to perform the duties and obligations with respect thereto set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders Borrower, the Lender, the Deal Agent, and the Administrative Agent, Collateral Agent subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; , provided, that (a) the Servicer shall remain liable for the -------- performance of the duties and obligations of such the Sub-Servicer pursuant to the terms hereof, and (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, alone and the Lenders Borrower, the Lender, Deal Agent and the Administrative Collateral Agent shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's responsibilities hereunder in accordance with the terms hereof.

Appointment of the Servicer. Each of the Lenders Buyer hereby appoints the Servicer as its agent, and the Borrower hereby acknowledges and agrees to such appointment, agent to service the Transferred Receivables and and, in accordance with the Related Documents, to enforce the Borrower's, the Lenders' and the Administrative Agent's Buyer’s rights and interests in and under each Transferred Receivable and Contract therefor and to serve in such capacity until the termination of its responsibilities pursuant to Sections 9.02 8.01 or 11.019.01. In connection therewith, the Servicer hereby accepts such appointment and agrees to perform the duties and obligations set forth herein. The Servicer may, with the prior written consent of the Requisite Lenders and the Administrative AgentBuyer, subcontract with a Sub-Servicer for the collection, servicing or administration of the Transferred Receivables; provided, that (a) the Servicer shall remain liable for the performance of the duties and obligations of such Sub-Servicer pursuant to the terms hereof, (b) any Sub-Servicing Agreement that may be entered into and any other transactions or services relating to the Transferred Receivables involving a Sub-Servicer shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Lenders and the Administrative Agent Buyer shall not be deemed parties a party thereto and shall have no obligations, duties or liabilities with respect to the Sub-Servicer and (c) each Sub-Servicing Agreement shall expressly provide that it shall automatically terminate upon the termination of the Servicer's ’s responsibilities hereunder in accordance with the terms hereof.. Receivables Sale and Servicing Agreement