Common use of Duties of the Master Servicer Clause in Contracts

Duties of the Master Servicer. The Master Servicer shall supervise, monitor and oversee the obligation of the Servicers to service and administer their respective Mortgage Loans in accordance with the terms of the applicable Servicing Agreements, except the activities of the Servicers with respect to Mortgage Loans that are in default, including collection activity, modification of Mortgage Loans, foreclosure, and disposition of REO Property, the processing of any FHA or VA claims and the activities of any subservicers (“Excluded Servicing Obligations”), and shall have full power and authority to do any and all things which it may deem necessary or desirable in connection with such master servicing and administration. In performing its obligations hereunder, the Master Servicer shall act in a manner consistent with Accepted Master Servicing Practices. Furthermore, the Master Servicer shall oversee and consult with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, from time to time, receive, review and evaluate all reports, information and other data provided to the Master Servicer by each Servicer and shall otherwise exercise its reasonable best efforts to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing Agreement. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities with respect to each related Mortgage Loan, reconcile the results of such monitoring with such information provided in the previous sentence on a monthly basis (except in the case of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to (i) calculation of payments due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating thereto, including, without limitation, the collection of any amounts owing to the Trust Fund in respect thereof (unless and until the Master Servicer shall have assumed the obligations of such Servicer as successor servicer under the related Servicing Agreement, in which case, as successor servicer, it shall be bound to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) or. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers to the Collection Account pursuant to the applicable Servicing Agreements, except that the Master Servicer shall have no obligation to reconcile any loan-level calculations provided by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.). To the extent applicable to the obligations of the Master Servicer under this agreement, the Master Servicer shall at all times comply with the Housing Act, FHA Regulations, the Readjustment Act, VA Regulations, and any administrative guidelines issued thereunder.

Duties of the Master Servicer. The Master Servicer is hereby authorized to act as agent for the Trust (and also on behalf of the Indenture Trustee and the Noteholders) and in such capacity shall manage, service, administer and make collections on the Receivables, and perform the other actions required by the Master Servicer under this Agreement. The Master Servicer agrees that its servicing of the Receivables shall be carried out in accordance with customary and usual procedures of institutions which service motor vehicles retail installment sales contracts and, to the extent more exacting, the degree of skill and attention that the Master Servicer exercises with respect to all comparable motor vehicle receivables that it services for itself or others. In performing such duties, so long as Household Finance Corporation is the Master Servicer, it shall comply with the standard and customary procedures for servicing all of its comparable motor vehicle receivables. The Master Servicer's duties shall include, without limitation, collection and posting of all payments, responding to inquiries of Obligors on the Receivables, investigating delinquencies, sending payment statements to Obligors, reporting any required tax information to Obligors, accounting for collections and furnishing monthly and annual statements to the Indenture Trustee with respect to distributions, monitoring the status of Insurance Policies with respect to the Financed Vehicles and performing the other duties specified herein. The Master Servicer shall supervise, monitor also administer and oversee the obligation enforce all rights and responsibilities of the Servicers holder of the Receivables provided for in the Dealer Agreements (and Household Finance Corporation shall make efforts to service obtain possession of the Dealer Agreements, to the extent it is necessary to do so), the Dealer Assignments and administer their respective Mortgage Loans in accordance the Insurance Policies, to the extent that such Dealer Agreements, Dealer Assignments and Insurance Policies relate to the Receivables, the Financed Vehicles or the Obligors. To the extent consistent with the terms of standards, policies and procedures otherwise required hereby, the applicable Servicing AgreementsMaster Servicer shall follow its customary standards, except the activities of the Servicers with respect to Mortgage Loans that are in default, including collection activity, modification of Mortgage Loans, foreclosurepolicies, and disposition of REO Property, the processing of any FHA or VA claims and the activities of any subservicers (“Excluded Servicing Obligations”), procedures and shall have full power and authority authority, acting alone, to do any and all things which in connection with such managing, servicing, administration and collection that it may deem necessary or desirable in connection with such master servicing and administrationdesirable. In performing its obligations hereunderWithout limiting the generality of the foregoing, the Master Servicer shall act in a manner consistent is hereby authorized and empowered by the Trust to execute and deliver, on behalf of the Trust, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with Accepted Master Servicing Practices. Furthermore, the Master Servicer shall oversee and consult with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, from time to time, receive, review and evaluate all reports, information and other data provided respect to the Master Servicer by each Servicer Receivables and shall otherwise exercise its reasonable best efforts with respect to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing AgreementFinanced Vehicles. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities with respect is hereby authorized to each related Mortgage Loancommence, reconcile the results of such monitoring with such information provided in it's own name or in the previous sentence on name of the Trust, a monthly basis (except legal proceeding to enforce a Receivable pursuant to Section 4.3 or to commence or participate in the case of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to legal proceeding (i) calculation of payments due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating thereto, including, without limitation, the collection of any amounts owing a bankruptcy proceeding) relating to the Trust Fund in respect thereof (unless and until or involving a Receivable, an Obligor or a Financed Vehicle. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Trust shall thereupon be deemed to have assumed the obligations of automatically assigned such Servicer as successor servicer under the related Servicing Agreement, in which case, as successor servicer, it shall be bound Receivable to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) or. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers to the Collection Account pursuant to the applicable Servicing Agreements, except that the Master Servicer shall have no obligation to reconcile solely for purposes of commencing or participating in any loan-level calculations provided by Residential Funding Corporation such proceeding as a party or Washington Mutual Mortgage Securities Corp.). To the extent applicable to the obligations of claimant, and the Master Servicer under this agreementis authorized and empowered by the Trust to execute and deliver in the Master Servicer's name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. The Indenture Trustee and the Owner Trustee shall furnish the Master Servicer shall at all times comply with any powers of attorney and other documents which the Housing Act, FHA Regulations, Master Servicer may reasonably request and which the Readjustment Act, VA Regulations, Master Servicer deems necessary or appropriate and take any other steps which the Master Servicer may deem reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative guidelines issued thereunderduties under this Agreement.

Duties of the Master Servicer. The Master Servicer shall supervise, monitor and oversee the obligation of the Servicers to service and administer their respective Mortgage Loans in accordance with the terms of the applicable Servicing Agreements, except the activities of the Servicers with respect to Mortgage Loans that are in default, including collection activity, modification of Mortgage Loans, foreclosure, and disposition of REO Property, and the processing of any FHA or VA claims and the activities of any subservicers (“Excluded Servicing Obligations”), and shall have full power and authority to do any and all things which it may deem necessary or desirable in connection with such master servicing and administration. In performing its obligations hereunder, the Master Servicer shall act in a manner consistent with Accepted Master Servicing Practices. Furthermore, the Master Servicer shall oversee and consult with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, from time to time, receive, review and evaluate all reports, information and other data provided to the Master Servicer by each Servicer and shall otherwise exercise its reasonable best efforts to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing Agreement. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities with respect to each related Mortgage Loan, reconcile the results of such monitoring with such information provided in the previous sentence on a monthly basis (except in the case of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.Corporation) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to (i) calculation of payments due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating thereto, including, without limitation, the collection of any amounts owing to the Trust Fund in respect thereof (unless and until the Master Servicer shall have assumed the obligations of such Servicer as successor servicer under the related Servicing Agreement, in which case, as successor servicer, it shall be bound to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) or. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers to the Collection Account pursuant to the applicable Servicing Agreements, Agreements except that the Master Servicer shall have no obligation to reconcile any loan-loan level calculations provided by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.)Corporation. To the extent applicable to the obligations of the Master Servicer under this agreement, the Master Servicer shall at all times comply with the Housing Act, FHA Regulations, the Readjustment Act, VA Regulations, and any administrative guidelines issued thereunder.

Duties of the Master Servicer. The Master Servicer is hereby authorized to act as agent for the Trust (and also on behalf of the Indenture Trustee and the Noteholders [and the Insurer]) and in such capacity shall manage, service, administer and make collections on the Receivables, and perform the other actions required by the Master Servicer under this Agreement, the Indenture and the Series Supplement. The Master Servicer agrees that its servicing of the Receivables shall be carried out in accordance with customary and usual procedures of institutions which service motor vehicle retail installment sales contracts and, to the extent more exacting, the degree of skill and attention that the Master Servicer exercises with respect to all comparable motor vehicle receivables that it services for itself or others. In performing such duties, so long as Household Finance Corporation is the Master Servicer, it shall comply with the standard and customary procedures for servicing all of its comparable motor vehicle receivables. The Master Servicer's duties shall include, without limitation, collection and posting of all payments, responding to inquiries of Obligors on the Receivables, investigating delinquencies, sending monthly billing statements to Obligors, reporting any required tax information to Obligors, monitoring the collateral, accounting for collections and furnishing monthly and annual statements to the Indenture Trustee and the Noteholders [and the Insurer] with respect to distributions, monitoring the status of Insurance Policies with respect to the Financed Vehicles and performing the other duties specified herein. The Master Servicer shall supervise, monitor also administer and oversee the obligation enforce all rights and responsibilities of the Servicers holder of the Receivables provided for in the Dealer Agreements (and Household Finance Corporation shall make commercially reasonable efforts to service obtain possession of the Dealer Agreements, to the extent it is necessary to do so), the Dealer Assignments and administer their respective Mortgage Loans in accordance the Insurance Policies, to the extent that such Dealer Agreements, Dealer Assignments and Insurance Policies relate to the Receivables, the Financed Vehicles or the Obligors. To the extent consistent with the terms of standards, policies and procedures otherwise required hereby, the applicable Servicing AgreementsMaster Servicer shall follow its customary standards, except the activities of the Servicers with respect to Mortgage Loans that are in default, including collection activity, modification of Mortgage Loans, foreclosurepolicies, and disposition of REO Property, the processing of any FHA or VA claims and the activities of any subservicers (“Excluded Servicing Obligations”), procedures and shall have full power and authority authority, acting alone, to do any and all things which in connection with such managing, servicing, administration and collection that it may deem necessary or desirable in connection with such master servicing and administrationdesirable. In performing its obligations hereundersuch duties, the Master Servicer shall act or any Subservicer may delegate their duties in a manner consistent accordance with Accepted Master Servicing PracticesSection 9.5 hereof. FurthermoreWithout limiting the generality of the foregoing, the Master Servicer shall oversee is hereby authorized and consult empowered by the Trust to execute and deliver, on behalf of the Trust, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, from time to time, receive, review and evaluate all reports, information and other data provided respect to the Master Servicer by each Servicer Receivables and shall otherwise exercise its reasonable best efforts with respect to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing AgreementFinanced Vehicles. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities with respect is hereby authorized to each related Mortgage Loancommence, reconcile the results of such monitoring with such information provided in it's own name or in the previous sentence on name of the Trust, a monthly basis (except legal proceeding to enforce a Receivable pursuant to Section 4.3 or to commence or participate in the case of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to legal proceeding (i) calculation of payments due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating thereto, including, without limitation, the collection of any amounts owing a bankruptcy proceeding) relating to the Trust Fund in respect thereof (unless and until or involving a Receivable, an Obligor or a Financed Vehicle. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Trust shall thereupon be deemed to have assumed the obligations of automatically assigned such Servicer as successor servicer under the related Servicing Agreement, in which case, as successor servicer, it shall be bound Receivable to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) or. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers to the Collection Account pursuant to the applicable Servicing Agreements, except that the Master Servicer shall have no obligation to reconcile solely for purposes of commencing or participating in any loan-level calculations provided by Residential Funding Corporation such proceeding as a party or Washington Mutual Mortgage Securities Corp.). To the extent applicable to the obligations of claimant, and the Master Servicer under this agreementis authorized and empowered by the Trust to execute and deliver in the Master Servicer's name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. The Indenture Trustee and the Owner Trustee shall furnish the Master Servicer shall at all times comply with any powers of attorney and other documents which the Housing Act, FHA Regulations, Master Servicer may reasonably request and which the Readjustment Act, VA Regulations, Master Servicer deems necessary or appropriate and take any other steps which the Master Servicer may deem reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative guidelines issued thereunderduties under this Agreement.

Duties of the Master Servicer. The Master Servicer is hereby authorized to act as agent for the Trust and in such capacity shall supervisemanage, monitor service, administer and oversee make collections on the obligation Receivables, and perform the other actions required by the Master Servicer under this Agreement. The Master Servicer agrees that its servicing of the Servicers to service and administer their respective Mortgage Loans Receivables shall be carried out in accordance with customary and usual procedures of institutions which service comparable motor vehicle retail installment sales contracts and, to the extent more exacting, the degree of skill and attention that the Master Servicer exercises from time to time with respect to all comparable motor vehicle receivables that it services for itself or others. In performing such duties, so long as Advanta is the Master Servicer, it shall comply with the standard and customary procedures for servicing all of its comparable motor vehicle receivables. The Master Servicer's duties shall include, without limitation, collection and posting of all payments, responding to inquiries of Obligors on the Receivables, investigating delinquencies, sending payment coupons to Obligors, reporting any required tax information to Obligors, monitoring the collateral, complying with the terms of the applicable Servicing AgreementsLockbox Agreement, except accounting for collections and furnishing monthly and annual statements to the activities of Trust Collateral Agent, the Servicers Trustee and the Insurer with respect to Mortgage Loans distributions, monitoring the status of Insurance Policies with respect to the Financed Vehicles and performing the other duties specified herein. The Master Servicer shall also administer and enforce all rights and responsibilities of the holder of the Receivables provided for in the Dealer Agreements (and Advanta shall make efforts to obtain possession of the Dealer Agreements, to the extent it is necessary to do so), the Dealer Assignments, the Unaffiliated Originator Receivables Purchase Agreements and the Insurance Policies, to the extent that are in defaultsuch Dealer Agreements, including collection activityDealer Assignments, modification of Mortgage LoansUnaffiliated Originator Receivables Purchase Agreements and Insurance Policies relate to the Receivables, foreclosurethe Financed Vehicles or the Obligors. To the extent consistent with the standards, policies and procedures otherwise required hereby, the Master Servicer shall follow its customary standards, policies, and disposition of REO Property, the processing of any FHA or VA claims and the activities of any subservicers (“Excluded Servicing Obligations”), procedures and shall have full power and authority authority, acting alone, to do any and all things which in connection with such managing, servicing, administration and collection that it may deem necessary or desirable in connection desirable. Without limiting the generality of the foregoing, the Master Servicer is hereby authorized and empowered by the Trust to execute and deliver, on behalf of the Trust, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with such master servicing respect to the Receivables and administration. In performing its obligations hereunderwith respect to the Financed Vehicles; provided, however, that notwithstanding the foregoing and subject to Section 4.3 hereof, the Master Servicer shall act in not, except pursuant to an order from a manner consistent with Accepted Master Servicing Practices. Furthermorecourt of competent jurisdiction, release an Obligor from payment of any unpaid amount under any Receivable or waive the Master Servicer shall oversee and consult with each Servicer as necessary right to collect the unpaid balance of any Receivable from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, from time to time, receive, review and evaluate all reports, information and other data provided to the Master Servicer by each Servicer and shall otherwise exercise its reasonable best efforts to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing AgreementObligor. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities with respect is hereby authorized to each related Mortgage Loancommence, reconcile the results of such monitoring with such information provided in it's own name or in the previous sentence on name of the Trust, a monthly basis (except legal proceeding to enforce a Receivable pursuant to Section 4.3 or to commence or participate in the case of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to legal proceeding (i) calculation of payments due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating thereto, including, without limitation, the collection of any amounts owing a bankruptcy proceeding) relating to the Trust Fund in respect thereof (unless and until or involving a Receivable, an Obligor or a Financed Vehicle. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Trust shall thereupon be deemed to have assumed the obligations of automatically assigned such Servicer as successor servicer under the related Servicing Agreement, in which case, as successor servicer, it shall be bound Receivable to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) or. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers to the Collection Account pursuant to the applicable Servicing Agreements, except that the Master Servicer shall have no obligation to reconcile solely for purposes of commencing or participating in any loan-level calculations provided by Residential Funding Corporation such proceeding as a party or Washington Mutual Mortgage Securities Corp.). To the extent applicable to the obligations of claimant, and the Master Servicer under this agreementis authorized and empowered by the Trust to execute and deliver in the Master Servicer's name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. The Trust Collateral Agent and the Owner Trustee shall furnish the Master Servicer shall at all times comply with any powers of attorney and other documents which the Housing Act, FHA Regulations, Master Servicer may reasonably request and which the Readjustment Act, VA Regulations, Master Servicer deems necessary or appropriate and take any other steps which the Master Servicer may deem necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative guidelines issued thereunderduties under this Agreement.

Duties of the Master Servicer. (a) The Master Servicer shall supervise, monitor and oversee the obligation of the Servicers take or cause to service and administer their respective Mortgage Loans in accordance with the terms of the applicable Servicing Agreements, except the activities of the Servicers with respect be taken all such action as may be necessary or advisable to Mortgage Loans that are in default, including collection activity, modification of Mortgage Loans, foreclosure, and disposition of REO Property, the processing of any FHA or VA claims collect all payments due under each Receivable and the activities of any subservicers (“Excluded Servicing Obligations”), and shall have full power and authority to do any and all things which it may deem necessary or desirable in connection with such master servicing and administration. In performing its obligations hereunder, the Master Servicer shall act in a manner consistent with Accepted Master Servicing Practices. Furthermore, the Master Servicer shall oversee and consult with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, related Contract from time to time, receiveall in accordance with applicable laws, review rules and evaluate all reportsregulations, information with reasonable care and other data provided to diligence, and in accordance with the Master Servicer by each Servicer Credit and shall otherwise exercise its reasonable best efforts to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing AgreementCollection Policy. The Master Servicer's duties will include, without limitation, collection and posting of all payments, responding to inquiries of Obligors regarding the Receivables and related Contracts, investigating delinquencies and remitting payments to the Agent in a timely manner. Each of the Borrower, the Company, the Agent and the Bank Investors hereby appoints as its agent the Master Servicer, from time to time designated pursuant to Section 6.1 hereof, to enforce its respective rights and interests in and under the Affected Assets. To the extent permitted by applicable law, each of the Borrower and the Seller hereby grants to any Master Servicer shall independently appointed hereunder an irrevocable power of attorney to take any and separately monitor each Servicer’s servicing activities with respect to each related Mortgage Loan, reconcile the results of such monitoring with such information provided all steps in the previous sentence Borrower's and/or the Seller's name and on a monthly basis (except behalf of the Borrower or the Seller necessary or desirable, in the case reasonable determination of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to (i) calculation of payments collect all amounts due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating theretoall Receivables, including, without limitation, endorsing the collection of any amounts owing to Borrower's and/or the Trust Fund in respect thereof (unless Seller's name on checks and until the Master Servicer shall have assumed the obligations of other instruments representing Collections and enforcing such Servicer as successor servicer under Receivables and the related Servicing Agreement, in which case, as successor servicer, it shall be bound to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) orContracts. The Master Servicer shall reconcile set aside for the results account of its Mortgage Loan monitoring the Borrower and the Agent their respective allocable shares of the Collections of Receivables in accordance with Sections 2.5 and 2.6 hereof. The Master Servicer shall segregate and deposit to the Agent's account the Agent's allocable share of Collections of Receivables when required pursuant to Article II hereof. So long as no Termination Event shall have occurred and be continuing, the Master Servicer may, in accordance with the actual remittances Credit and Collection Policy, extend the maturity of Receivables; provided, however, that such extension or adjustment shall not alter the Servicers status of such Receivable as a Delinquent Receivable or a Defaulted Receivable, as applicable. The Master Servicer may not otherwise waive, modify or otherwise vary any provision of a Contract except as consistent with the Credit and Collection Policy. The Master Servicer may not permit a Receivable to be terminated prior to the scheduled termination date thereof unless such termination results in a payment at least equal to the Required Payoff Amount being deposited into the Collection Account pursuant with respect to the applicable Servicing Agreementsrelated Payment Date. The Borrower shall deliver to the Master Servicer and the Master Servicer shall hold in trust for the Borrower and the Agent, except on behalf of the Company and the Bank Investors, in accordance with their respective interests, all Records which evidence or relate to Receivables or Related Security. The Master Servicer shall not make the Agent, the Company or any of the Bank Investors a party to any litigation without the prior written consent of such Person. (b) If the Master Servicer commences a legal proceeding to enforce a Defaulted Receivable or commences or participates in a legal proceeding (including a bankruptcy proceeding) relating to or involving a Contract, the Agent will be deemed to have automatically assigned its security interest in the related Contract to the Master Servicer for purposes of commencing or participating in any such proceeding as a party or claimant, and the Master Servicer is authorized and empowered by the Agent, the Company and the Bank Investors, to execute and deliver, on behalf of itself and the Agent for the benefit of the Company and Bank Investors, any and all instruments of satisfaction or cancellation, or partial or full release or discharge, and all other notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceedings. If in any enforcement suit or legal proceeding it is held that the Master Servicer shall have no obligation may not enforce a Contract on the ground that it is not a real party in interest entitled to reconcile any loan-level calculations provided enforce the Contract, then the Agent will, at the Master Servicer's expense and direction, take steps on behalf of the Agent as agent for the Company and the Bank Investors to enforce the Contract, including bringing suit in the name of the Agent for the benefit of the Company and the Bank Investors. Upon termination of a Contract as a result of a default by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.). To the extent applicable to the obligations of Obligor thereunder, the Master Servicer under will use best efforts to repossess or otherwise comparably covert the ownership of and to re-lease or otherwise dispose of any related Equipment. Without limiting the generality of the foregoing, the Master Servicer may dispose of any such Equipment by purchasing such Equipment or by selling such Equipment at a public or private sale to any of its Affiliates for a purchase price equal to the fair market value thereof. (c) The Master Servicer shall take and retain custody of the Contracts and other Records in accordance with the terms and conditions of this agreementAgreement, all for the benefit of the Company and the Bank Investors and subject to the lien thereon in favor of the Agent, as agent for the Company and the Bank Investors. Within five Business Days of its receipt of any Records, the Master Servicer shall at all times comply review the related Contract to verify that such Contract has been executed and has no mutilated pages and to confirm (in reliance on the related contract number and Obligor name) that such Contract is referenced on the related list of Receivables. In order to facilitate the foregoing review by the Master Servicer, in connection with each delivery of Records hereunder to the Housing Act, FHA RegulationsMaster Servicer, the Readjustment ActMaster Servicer shall maintain an electronic file, VA Regulationsin EXCEL or a comparable format, that contains the related list of Receivables or which otherwise contains the Contract number and the name of the Obligor with respect to each related Contract. If, at the conclusion of such review, the Master Servicer shall determine that such Contract is not executed or has mutilated pages, or that it is not referenced on such 79 85 list of Receivables, the Master Servicer shall promptly notify the Seller, the Borrower and the Agent of such determination by providing a written report to such Persons setting forth, with particularity, the lack of execution of such Contract, that such Contract has mutilated pages, or the fact that such Contract was not referenced on the related list of Receivables. In addition, unless instructed otherwise by the Seller or the Agent within 10 days of the Master Servicer's delivery of such report, the Master Servicer shall return any administrative guidelines issued thereunderContract not referenced on such list of Receivables to the Seller. In taking and retaining custody of the Contracts and other Records, the Master Servicer shall be deemed to be acting as the agent of the Agent, as agent for the Company and as agent of the Bank Investors. The Master Servicer shall clearly indicate that such Records are the sole property of the Borrower and that the Borrower has granted a security interest therein to the Agent on behalf of the Company. All Contracts shall be clearly segregated from any other documents or instruments maintained by the Master Servicer and shall be kept in fireproof vaults or cabinets at such locations as shall be reasonably acceptable to the Agent. The Master Servicer shall notify the Agent of any change in location by a written notice delivered at least 45 days prior to such change. (d) To the extent provided for in any Contract, the Master Servicer will use its commercially reasonable efforts to collect all payments with respect to amounts due for taxes and assessments relating to the related Receivables or the Equipment and remit such amounts to the appropriate governmental authority or insurer on or prior to the date such payments are due. (e) The Master Servicer will use its commercially reasonable efforts to ensure that each Obligor maintains casualty insurance coverage with respect to the related Equipment in an amount that is consistent with prudent leasing industry standards. Additionally, the Master Servicer will require that each Obligor maintain third party liability insurance for property damage during the term of each Contract in amounts and against risks customarily

Duties of the Master Servicer. The Master Servicer is hereby authorized to act as agent for the Trust (and also on behalf of the Indenture Trustee and the Noteholders) and in such capacity shall manage, service, administer and make collections on the Receivables, and perform the other actions required by the Master Servicer under this Agreement, the Indenture and the Series Supplement. The Master Servicer agrees that its servicing of the Receivables shall be carried out in accordance with customary and usual procedures of institutions which service motor vehicle retail installment sales contracts and, to the extent more exacting, the degree of skill and attention that the Master Servicer exercises with respect to all comparable motor vehicle receivables that it services for itself or others. In performing such duties, so long as Household Finance Corporation is the Master Servicer, it shall comply with the standard and customary procedures for servicing all of its comparable motor vehicle receivables. The Master Servicer’s duties shall include, without limitation, collection and posting of all payments, responding to inquiries of Obligors on the Receivables, investigating delinquencies, sending monthly billing statements to Obligors, reporting any required tax information to Obligors, monitoring the collateral, accounting for collections and furnishing monthly and annual statements to the Indenture Trustee, the Administrator and the Noteholders with respect to distributions, monitoring the status of Insurance Policies with respect to the Financed Vehicles and performing the other duties specified herein. The Master Servicer shall supervise, monitor also administer and oversee the obligation enforce all rights and responsibilities of the Servicers holder of the Receivables provided for in the Dealer Agreements (and Household Finance Corporation shall make commercially reasonable efforts to service obtain possession of the Dealer Agreements, to the extent it is necessary to do so), the Dealer Assignments, the Master Receivables Purchase Agreements, and administer their respective Mortgage Loans in accordance the Insurance Policies, to the extent that such Dealer Agreements, Dealer Assignments, the Master Receivables Purchase Agreements, and Insurance Policies relate to the Receivables, the Financed Vehicles or the Obligors. To the extent consistent with the terms of standards, policies and procedures otherwise required hereby, the applicable Servicing AgreementsMaster Servicer shall follow its customary standards, except the activities of the Servicers with respect to Mortgage Loans that are in default, including collection activity, modification of Mortgage Loans, foreclosurepolicies, and disposition of REO Property, the processing of any FHA or VA claims and the activities of any subservicers (“Excluded Servicing Obligations”), procedures and shall have full power and authority authority, acting alone, to do any and all things which in connection with such managing, servicing, administration and collection that it may deem necessary or desirable in connection with such master servicing and administrationdesirable. In performing its obligations hereundersuch duties, the Master Servicer shall act or any Subservicer may delegate their duties in a manner consistent accordance with Accepted Master Servicing PracticesSection 9.5 hereof. FurthermoreWithout limiting the generality of the foregoing, the Master Servicer shall oversee is hereby authorized and consult empowered by the Trust to execute and deliver, on behalf of the Trust, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall, from time to time, receive, review and evaluate all reports, information and other data provided respect to the Master Servicer by each Servicer Receivables and shall otherwise exercise its reasonable best efforts with respect to cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under the applicable Servicing AgreementFinanced Vehicles. The Master Servicer shall independently and separately monitor each Serviceris hereby authorized to commence, in it’s servicing activities with respect to each related Mortgage Loan, reconcile the results of such monitoring with such information provided own name or in the previous sentence on name of the Trust, a monthly basis (except legal proceeding to enforce a Receivable pursuant to Section 4.3 or to commence or participate in the case of any Mortgage Loan serviced by Residential Funding Corporation or Washington Mutual Mortgage Securities Corp.) and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, prepare the report specified in Section 4.27 and any other information, statements and reports required hereunder. Notwithstanding anything in this Agreement or any Servicing Agreement to the contrary, the Master Servicer shall have no duty or obligation to supervise, monitor or oversee the activities of any Servicer or to enforce the obligations of any Servicer under its Servicing Agreement with respect to legal proceeding (i) calculation of payments due under any Simple Interest Mortgage Loans or any Bi-Weekly Mortgage Loans, (ii) the collection of amounts with respect to the Mortgage Loans described on the Mortgage Loan Schedule attached as Schedule I-B hereto representing principal and/or interest due and owing on any such Mortgage Loan prior to the Cut-off Date or (iii) any Additional Collateral or any limited purpose surety bond relating thereto, including, without limitation, the collection of any amounts owing a bankruptcy proceeding) relating to the Trust Fund in respect thereof (unless and until or involving a Receivable, an Obligor or a Financed Vehicle. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Trust shall thereupon be deemed to have assumed the obligations of automatically assigned such Servicer as successor servicer under the related Servicing Agreement, in which case, as successor servicer, it shall be bound Receivable to serve and administer the Additional Collateral and any related limited purpose surety bond in accordance with the provisions of such Servicing Agreement) or. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers to the Collection Account pursuant to the applicable Servicing Agreements, except that the Master Servicer shall have no obligation to reconcile solely for purposes of commencing or participating in any loan-level calculations provided by Residential Funding Corporation such proceeding as a party or Washington Mutual Mortgage Securities Corp.). To the extent applicable to the obligations of claimant, and the Master Servicer under this agreementis authorized and empowered by the Trust to execute and deliver in the Master Servicer’s name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. The Indenture Trustee and the Owner Trustee shall furnish the Master Servicer shall at all times comply with any powers of attorney and other documents which the Housing Act, FHA Regulations, Master Servicer may reasonably request and which the Readjustment Act, VA Regulations, Master Servicer deems necessary or appropriate and take any other steps which the Master Servicer may deem reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative guidelines issued thereunderduties under this Agreement.