Common use of General Provisions Regarding Accounts Clause in Contracts

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default Funds on deposit in the Trust Accounts shall be invested or Event of Default reinvested by the Issuer in Permitted Investments selected by the Issuer with such investment direction delivered to the Indenture Trustee in writing. All Investment Earnings on funds on deposit in the Trust Accounts shall have occurred and be continuing, all or deemed to constitute a portion of the Available Amounts. Other than as permitted by the Rating Agencies, funds on deposit in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by that will mature so that such funds will be available at the close of business on the Transfer Date preceding the following Payment Date; provided, however, that funds on deposit in Trust Accounts may be invested in Permitted Investments of the entity serving as Indenture Trustee subject that may mature so that such funds will be available on the date prior to the provisions Payment Date. Funds deposited in a Trust Account on the Transfer Date that precedes a Payment Date upon the maturity of Section 5.01(b) any Permitted Investments are not required to be invested overnight. In the absence of investment direction from the Sale and Servicing Agreement. All income or other gain from investments of monies deposited Issuer, amounts held in the Trust Accounts shall be deposited by the Indenture Trustee remain uninvested. (b) The Issuer shall ensure that, in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make connection with any investment of any funds or to sell any sale of any investment held in any of the Trust Account unless Accounts, the security interest Granted Lien granted to the Indenture Trustee and perfected in such account Trust Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver or cause to be delivered to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, Counsel to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (bc) Subject to Section 6.01(c), the The Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any Permitted Investment prior to its stated maturity. (ci) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iiiii) if such the Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 8.3(c) as if there had not been such a declaration, ; then the Indenture Trustee Issuer shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible the Permitted Investments (as defined in the Sale and Servicing Agreement) specified identified in clause (ie) of the definition thereofof Permitted Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (ih) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Designated Accounts shall be invested in Eligible Investments and reinvested by upon Issuing Entity Order. Absent such direction, the Indenture Trustee subject to funds shall remain uninvested. All such investments shall mature or be liquidated no later than the provisions of Section 5.01(b) of Business Day preceding the Sale and Servicing Agreementnext Distribution Date. All income or other gain (net of losses and investment expenses) from investments of monies deposited in the Trust Accounts Collection Account, the Reserve Account or the Class N Reserve Account shall be deposited withdrawn (or caused to be withdrawn) by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted accounts and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction distributed as provided herein to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, Depositor. Each of the Issuing Entity shall deliver to and the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands Administrator acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each purchase and other trade confirmations may sale of Eligible Investments or the Indenture Trustee’s receipt of a broker’s confirmation. Each of the Issuing Entity and the Administrator agrees that such notifications shall not be obtained from provided by the applicable brokerIndenture Trustee hereunder, and the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be made available for any account if no activity has occurred in such account during such period. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Designated Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Designated Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity and the Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.2, or, if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 5.5 as if there had not been such a declaration; then in each case, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Designated Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofshall remain uninvested.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Collection Account and Payahead Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account and Payahead Account shall be deposited by the Indenture Trustee in the Collection AccountAccount and paid to the Servicer as servicing compensation on each Payment Date, and any loss resulting from such investments in excess of such income or gain (against which such losses will first be applied) shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust the Collection Account or Payahead Account unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected . (b) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Reserve Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee (by delivery to the Securities Intermediary of appropriate Entitlement Orders) at the written direction of the Seller, subject to the provisions of Section 5.07 of the Sale and Servicing Agreement and the provisions of the Securities Account Control Agreement. All income or other gain from investments of moneys deposited in the Reserve Account shall be paid by the Indenture Trustee to the Seller on each Payment Date (by delivery to the Securities Intermediary of appropriate Entitlement Orders). Subject to the right of the Indenture Trustee to make withdrawals therefrom, as directed by the Servicer, for the purposes and in the amounts set forth in Section 5.06 of the Sale and Servicing Agreement, the Reserve Account and all funds held therein shall be the property of the Seller and not the property of the Trust, the Owner Trustee or the Indenture Trustee. The Seller will be available upon request grant to the Indenture Trustee, for the benefit of the Noteholders, a security interest in all funds (including Eligible Investments, but not the income from such investments) in the Reserve Account (including the Reserve Account Initial Deposit) and at no additional cost the proceeds thereof, and other trade confirmations may be obtained the Indenture Trustee shall have all of the rights of a secured party under the UCC with respect thereto; provided that all income from the applicable brokerinvestment of funds in the Reserve Account and the right to receive such income are retained by the Seller and are not transferred, assigned or otherwise conveyed hereunder. The Seller will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in the Reserve Account unless the security interest granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Seller shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. (bc) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account, Payahead Account or Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer or Seller, as the case may be, except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (cd) If (i) the Issuing Entity (Servicer or the Servicer) Seller shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account, Payahead Account and Reserve Account, as the case may be, to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments specified in clause (as defined h) of the definition of Eligible Investments provided in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereofissuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments (as defined in the Sale and Servicing Agreement), as determined solely by the Servicer, and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement; provided, that, such funds in the Reserve Account shall be invested in Eligible Investments meeting the requirements of §246.4(b)(2) of Regulation RR, as determined solely by the Servicer. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, in the case of clauses (ii) and (iii) above, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof; provided, that, such funds on deposit in the Reserve Account shall be invested only in Eligible Investments specified in such clause (i) that meet the requirements of §246.4(b)(2) of Regulation RR, as determined solely by the Servicer, and the Indenture Trustee shall have no obligation to invest or reinvest any funds in the Reserve Account absent written instruction from the Servicer, or in the case of clause (i) above, invest such funds in accordance with the most recent investment directions received from the Issuing Entity (or the Servicer).

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Collection Account and the Payahead Account shall be invested in Eligible Investments and reinvested by the Qualified Institution or Qualified Trust Institution maintaining such account (which initially is the Indenture Trustee subject to Trustee) at the provisions direction of the Servicer in Permitted Investments as provided in Section 5.01(b) 4.1 of the Sale and Servicing Agreement. All income or other gain (net of losses and investment expenses) from investments of monies deposited in the Trust Accounts Collection Account, the Payahead Account and the Reserve Account shall be deposited withdrawn by the Indenture Trustee from such accounts (but only under the circumstances set forth in Sections 4.5(b) and 4.7(c) in the Collection Sale and Servicing Agreement in the case of the Reserve Account, ) and any loss resulting from such investments shall be charged to such accountdistributed as provided in Sections 4.1 and 4.7 of the Sale and Servicing Agreement. The Issuing Entity will Servicer shall not direct the Indenture Trustee Qualified Institution or Qualified Trust Institution maintaining the Collection Account or Payahead Account to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to by the Indenture Trustee Servicer to make any such investment or sale, if requested by the Indenture Trusteeapplicable Qualified Institution or Qualified Trust Institution, the Issuing Entity Issuer shall deliver to the Indenture Trustee such Qualified Institution or Qualified Trust Institution an Opinion of Counsel, acceptable to the Indenture Trusteesuch Qualified Institution or Qualified Trust Institution, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts or in the Payahead Account resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. In addition, the Indenture Trustee shall have no duty to monitor the activities of any Qualified Institution or Qualified Trust Institution (unless such Qualified Institution or Qualified Trust Institution is also the Indenture Trustee) and shall not in any way be held liable for the actions or inactions of any Qualified Institution or Qualified Trust Institution (unless such Qualified Institution or Qualified Trust Institution is also the Indenture Trustee). (c) If the Indenture Trustee is the Qualified Institution or Qualified Trust Institution maintaining the Collection Account or the Payahead Account and (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Payahead Account to the Indenture Trustee by 11:00 a.m. New York Time (or such other time as may be agreed by the Issuing Entity Issuer and the Indenture Trustee Trustee) on any the Business DayDay preceding each Distribution Date, (ii) to the knowledge of a Trust Officer of the Indenture Trustee, a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 5.2 or (iii) if such the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.4 as if there had not been such a declaration, then in each case the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts Collection Account and the Payahead Account, as the case may be, in Eligible one or more Permitted Investments (as defined in the Sale and Servicing Agreement) specified described in clause (ib) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.3(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.2, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.4 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, shall invest and reinvest funds in the Trust Accounts in the Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.3(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.2, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.5 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, shall invest and reinvest funds in the Trust Accounts in the Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuingoccurred, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to accordance with the provisions of Section 5.01(b) 7.03 of the Sale Pooling and Servicing Agreement. All Except as otherwise provided in Section 7.03 of the Pooling and Servicing Agreement, all income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account and the Note Distribution Account shall be deposited by the Indenture Trustee in the Collection Account and the Note Distribution Account, and any as the case may be. All income or other gain resulting from investment of funds deposited in the Cash Collateral Account shall be retained therein until applied in accordance with the Cash Collateral Account Agreement. Any loss resulting from such investments shall be charged to such accountthe related Trust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trusteeIndenture Trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give written investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee), on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (ivi) of the definition thereofthereof in the Pooling and Servicing Agreement.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Deposit Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee (or the investment manager referred to in clause (2) of Section 5.01(b) of the Sale and Servicing Agreement) upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Deposit Account shall be deposited by the Indenture Trustee remain on deposit in the Collection Deposit Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust the Deposit Account unless the security interest Granted and perfected in such account Deposit Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Deposit Account resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the ServicerServicer or any investment manager pursuant to Section 5.01(b) of the Sale and Servicing Agreement) shall have failed to give investment directions for any funds on deposit in the Trust Accounts Deposit Account to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts Deposit Account in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by the Indenture Trustee subject to at the direction of the Servicer in accordance with the provisions of Section 5.01(b) Article V of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee into the Note Payment Account (and any such income or gain in respect of the Collection AccountAccount shall be treated as a distribution in respect of the Grantor Trust Certificate), and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c)) hereof, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 hereof or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 hereof as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement8.01(b). All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 1:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.; or

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Collection Account, the Payahead Account and the Reserve Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to at the provisions direction of Section 5.01(b) the Servicer in Permitted Investments as provided in Sections 4.1 and 4.7 of the Sale and Servicing Agreement. All income or other gain (net of losses and investment expenses) from investments of monies deposited in the Trust Accounts Collection Account, the Payahead Account and the Reserve Account shall be deposited withdrawn by the Indenture Trustee from such accounts (but only under the circumstances set forth in the Collection Sale and Servicing Agreement in the case of the Reserve Account, ) and any loss resulting from such investments shall be charged to such accountdistributed as provided in Sections 4.1 and 4.7 of the Sale and Servicing Agreement. The Issuing Entity will Servicer shall not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts or in the Payahead Account resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account, the Payahead Account or the Reserve Account to the Indenture Trustee by 11:00 a.m. New York Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any the Business Day, Day preceding each Distribution Date or (ii) to the knowledge of a Trustee Officer of the Indenture Trustee, a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 5.2 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.4 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts Collection Account, the Payahead Account or the Reserve Account, as the case may be, in Eligible one or more Permitted Investments (as defined in the Sale and Servicing Agreement) specified described in clause (ib) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2(c) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee and any Swap Counterparties an Opinion of Counsel, acceptable to the Indenture TrusteeTrustee and any Swap Counterparties, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by All Eligible Investments shall mature on the Indenture Trustee will Business Day prior to the Monthly Payment Date or Quarterly Payment Date, as applicable, and shall not be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokersold prior to their maturity. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the ServicerAdministrator pursuant to Section 2.(a)(U) of the Administration Agreement) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. New York time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or an Event of Default Default, shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by the Indenture Trustee subject to at the direction of the Master Servicer in accordance with the provisions of Section 5.01(b) Article V of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in into the Collection Note Payment Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c)) hereof, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 hereof or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 hereof as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofone or more Permitted Investments.

General Provisions Regarding Accounts. (a) So long as no Default Funds on deposit in the Trust Accounts shall be invested or Event of Default reinvested by the Issuer in Permitted Investments selected by the Issuer with any such investment direction delivered to the Indenture Trustee to be in writing. All Investment Earnings on funds on deposit in the Trust Accounts shall have occurred and be continuing, all or deemed to constitute a portion of the Available Amounts. Other than as permitted by the Rating Agencies, funds on deposit in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by that will mature so that such funds will be available at the close of business on the Transfer Date preceding the following Payment Date; provided, however, that funds on deposit in Trust Accounts may be invested in Permitted Investments of the entity serving as Indenture Trustee subject that may mature so that such funds will be available on the date prior to the provisions Payment Date. Funds deposited in a Trust Account on the Transfer Date that precedes a Payment Date upon the maturity of Section 5.01(b) any Permitted Investments are not required to be invested overnight. In the absence of investment direction from the Sale and Servicing Agreement. All income or other gain from investments of monies deposited Issuer, amounts held in the Trust Accounts shall be deposited by the Indenture Trustee remain uninvested. (b) The Issuer shall ensure that, in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make connection with any investment of any funds or to sell any sale of any investment held in any of the Trust Account unless Accounts, the security interest Granted Lien granted to the Indenture Trustee and perfected in such account Trust Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver or cause to be delivered to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, Counsel to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (bc) Subject to Section 6.01(c), the The Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any Permitted Investment prior to its stated maturity. (ci) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iiiii) if such the Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 8.3(c) as if there had not been such a declaration, ; then the Indenture Trustee Issuer shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible the Permitted Investments (as defined in the Sale and Servicing Agreement) specified identified in clause (ie) of the definition thereofof Permitted Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.03(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) . The Indenture Trustee shall have no liability in respect of losses incurred as a result of the Issuing Entity (liquidation of any investment prior to its stated maturity or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) failure of the definition thereofIssuer to provide timely written investment direction.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments (as defined in the Sale and Servicing Agreement), as determined solely by the Issuing Entity (or Servicer on its behalf), and reinvested by the Indenture Trustee (or, at the direction of the Indenture Trustee, the Account Bank) subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee or the Account Bank to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee or the Account Bank to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Indenture Trustee will make available to the Servicer monthly cash transaction statements which include detail for all investment transactions effected by the Indenture Trustee hereunder or brokers selected by the Issuing Entity (or the Servicer on its behalf). Such statements will be delivered via the Indenture Trustee’s online service and paper statements will be provided only upon request. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. Eligible Investments may be purchased by or through an Affiliate of the Indenture Trustee. (b) Subject to Section 6.01(c), neither the Indenture Trustee or the Account Bank shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the ServicerServicer on its behalf) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined specified in the Sale and Servicing Agreement) most recent investment directions received from the Issuing Entity (or the Servicer on its behalf), or in the absence thereof, or unavailability of such specified in clause (i) of the definition thereofinvestments, such funds shall remain uninvested.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity Issuer and Indenture Trustee on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (ih) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts and the Swap Collateral Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to accordance with the provisions of Section 5.01(b) 5.05 of the Sale and Servicing Agreement. All Except as otherwise provided in Section 5.05 of the Sale and Servicing Agreement, all income or other gain from investments of monies moneys deposited in the such Trust Accounts (other than the Reserve Fund) shall be deposited by the Indenture Trustee in the Collection Account and all income or other gain from investments of moneys deposited into the Swap Collateral Account shall be deposited into the Swap Collateral Account, and any loss resulting from such investments shall be charged to such accountthe related Trust Account or Swap Collateral Account, as applicable. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trusteeIndenture Trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee), on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts and the Swap Collateral Account in one or more Eligible Investments (as defined in satisfying the Sale and Servicing Agreement) specified in requirements of clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuing Entity Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts net of any investment expenses and any losses resulting from such investments shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trusteeIndenture Trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 12:00 noon New York Time (or such other time as may be agreed by the Issuing Entity and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments referred to in paragraph (as defined in the Sale and Servicing Agreement) specified in clause (id) of the definition thereofof Eligible Investments. (d) U.S. Bank National Association in its capacity as “Securities Intermediary” with respect to a Trust Account established pursuant to the Transaction Documents agrees that (x) if it has or subsequently obtains by agreement, by operation of law or otherwise, a security interest in a Trust Account or any financial asset credited thereto, such security interest shall be subordinate to the security interest of the Indenture Trustee in such Trust Account and any financial asset credited thereto and (y) the financial assets and other items deposited to such an Eligible Deposit Account will not be subject to deduction, set-off, banker’s lien, or any other right in favor of any person other than the Indenture Trustee.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.3(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.2, or, if such Notes shall have been declared due and payable following an Event of Default but and amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.4 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, shall invest and reinvest funds in the Trust Accounts in the Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2017-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2017-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2017-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2017-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2017-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2017-3 Exchange Note Collections Account and all investment earnings on the 2017-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2017-3 Permitted Investment held in any Trust the 2017-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2017-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2017-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2017-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2017-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2017-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2017-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2017-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2017-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity Issuer and Indenture Trustee on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (ih) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts (other than the Note Distribution Account) shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts (other than the Dealer Reserve Account) shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. All income and other gain from investment of monies in the Dealer Reserve Account (net of any losses and investment expenses) will be payable on each Distribution Date to the Depositor. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but and amounts collected or receivable received from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.03(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale. In either case, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of CounselCounsel of the Issuer, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any investment prior to its stated maturity or the failure of the Issuer to provide timely written investment direction. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but and amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, shall invest and reinvest funds in the Trust Accounts in the Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement8.01(b). All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.; or

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Collection Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee (or the investment manager referred to in clause (2) of Section 5.01(b) of the Sale and Servicing Agreement) upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee remain on deposit in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust the Collection Account unless the security interest Granted and perfected in such account Collection Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the ServicerServicer or any investment manager pursuant to Section 5.01(b) of the Sale and Servicing Agreement) shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts Collection Account in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuing Entity Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts net of any investment expenses and any losses resulting from such investments shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trusteeIndenture Trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 12:00 noon New York Time (or such other time as may be agreed by the Issuing Entity and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined described in the Sale most recent Issuing Entity Order received. Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Issuing Entity shall retain the authority to institute, participate and Servicing Agreementjoin in any plan of reorganization, readjustment, merger or consolidation with respect to the issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities. With respect to any Eligible Investments, the Trustee is permitted to purchase and sell Eligible Investments through or from affiliated banks and broker-dealers, invest funds in registered investment companies that receive investment management and custodial services from the trustee or its affiliates subject to limitations set forth herein with respect to Eligible Investments. (d) specified U.S. Bank National Association in clause its capacity as “Securities Intermediary” with respect to a Trust Account established pursuant to the Transaction Documents agrees that (ix) if it has or subsequently obtains by agreement, by operation of law or otherwise, a security interest in a Trust Account or any financial asset credited thereto, such security interest shall be subordinate to the security interest of the definition thereofIndenture Trustee in such Trust Account and any financial asset credited thereto and (y) the financial assets and other items deposited to such an Eligible Deposit Account will not be subject to deduction, set-off, banker’s lien, or any other right in favor of any person other than the Indenture Trustee.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker.44 (NAROT 2018-C Indenture) (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to accordance with the provisions of Section 5.01(b) 7.03 of the Sale and Servicing Agreement. All Except as otherwise provided in Section 7.03 of the Sale and Servicing Agreement, all income or other gain from investments of monies moneys deposited in the such Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountthe related Trust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trusteeIndenture Trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee), on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Qualified Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2021-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2021-1 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2021-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2021-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2021-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2021-1 Exchange Note Collections Account and all investment earnings on the 2021-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2021-1 Permitted Investment held in any Trust the 2021-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2021-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2021-1 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2021-1 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2021-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2021-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2021-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2021-1 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2021-1 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2016-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2016-1 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2016-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2016-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2016-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2016-1 Exchange Note Collections Account and all investment earnings on the 2016-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2016-1 Permitted Investment held in any Trust the 2016-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2016-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2016-1 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2016-1 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokermaturity. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2016-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2016-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2016-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2016-1 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2016-1 2016-1 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2(c) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. New York time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2015-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2015-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2015-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2015-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2015-1 Exchange Note Collections Account and all investment earnings on the 2015-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment Permitted Investment held in any Trust the 2015-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2015-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokermaturity. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2015-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2015-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2015-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default Funds on deposit in the Trust Accounts shall be invested or Event reinvested at the written direction of Default the Issuer in Permitted Investments selected by the Issuer. All Investment Earnings on funds on deposit in the Trust Accounts shall have occurred and be continuing, all or deemed to constitute a portion of the Available Amounts. Other than as permitted by the Rating Agencies, funds on deposit in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by that will mature so that such funds will be available at the close of business on the Transfer Date preceding the following Payment Date; provided, however, that funds on deposit in Trust Accounts may be invested in Permitted Investments of the entity serving as Indenture Trustee subject that may mature so that such funds will be available on the date prior to the provisions of Section 5.01(b) of the Sale and Servicing AgreementPayment Date. All income or other gain from investments of monies Funds deposited in a Trust Account on the Trust Accounts Transfer Date that precedes a Payment Date upon the maturity of any Permitted Investments are not required to be invested overnight. (b) The Issuer shall be deposited by the Indenture Trustee ensure that, in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make connection with any investment of any funds or to sell any sale of any investment held in any of the Trust Account unless Accounts, the security interest Granted Lien granted to the Indenture Trustee and perfected in such account Trust Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver or cause to be delivered to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, Counsel to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (bc) Subject to Section 6.01(c), the The Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any Permitted Investment prior to its stated maturity. (cd) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) If a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iiiii) if such the Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 8.3(c) as if there had not been such a declaration, ; then at the Indenture Trustee shall, written direction of the Issuer (which such direction may be a standing direction) to the fullest extent practicable, invest funds shall be invested and reinvest funds reinvested in the Trust Accounts in Eligible the Permitted Investments (as defined in the Sale and Servicing Agreement) specified identified in clause (ie) of the definition thereofof Permitted Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker.43 (NAROT 2016-C Indenture) (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2(c) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee and the Swap Counterparty an Opinion of Counsel, acceptable to the Indenture TrusteeTrustee and the Swap Counterparty, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by All Eligible Investments shall mature on the Indenture Trustee will Business Day prior to the Monthly Payment Date or Quarterly Payment Date, as applicable, and shall not be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokersold prior to their maturity. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the ServicerAdministrator pursuant to Section 2.(a)(U) of the Administration Agreement) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. New York time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or an Event of Default Default, shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. 43 (iNAROT 2022-B Indenture) (d) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereofissuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on 43 (NAROT 2016-A Indenture) or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan 45 (NAROT 2017-B Indenture) of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b5.1(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts (other than the Payahead Account) shall be deposited (or caused to be deposited) by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. All income or other gain from investments of monies deposited in the Payahead Account shall be released by the Trustee to the Depositor, net of any loss resulting from such investments charged to the Payahead Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) [Reserved] (c) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (cd) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 5.5 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in one or more investments under clause (ia) of the definition thereofof Eligible Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2019-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2019-1 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2019-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2019-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2019-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2019-1 Exchange Note Collections Account and all investment earnings on the 2019-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2019-1 Permitted Investment held in any Trust the 2019-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2019-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2019-1 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2019-1 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2019-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2019-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2019-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2019-1 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2019-1 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investment specified in clause (vi) of the definition of Eligible Investments (as defined provided in the Sale and Servicing Agreement. (d) specified Except as otherwise provided hereunder or agreed in clause writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the issuer of any securities 40 (iNissan 2014-A Indenture) of the definition thereofheld hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.03(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any investment prior to its stated maturity or the failure of the Issuer to provide timely written investment direction. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, shall invest and reinvest funds in the Trust Accounts in the Eligible Investments (as defined in the Sale and Servicing Agreement) specified described in clause (id) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2021-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2021-2 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2021-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2021-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2021-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2021-2 Exchange Note Collections Account and all investment earnings on the 2021-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2021-2 Permitted Investment held in any Trust the 2021-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2021-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2021-2 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2021-2 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2021-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2021-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2021-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2021-2 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2021-2 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2017-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2017-1 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2017-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2017-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2017-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2017-1 Exchange Note Collections Account and all investment earnings on the 2017-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2017-1 Permitted Investment held in any Trust the 2017-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2017-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2017-1 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2017-1 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2017-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2017-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2017-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2017-1 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2017-1 2017-1 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker.44 (NAROT 2019-A Indenture) (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2021-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2021-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2021-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2021-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2021-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2021-3 Exchange Note Collections Account and all investment earnings on the 2021-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2021-3 Permitted Investment held in any Trust the 2021-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2021-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2021-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2021-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2021-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2021-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2021-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2021-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2021-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2016-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2016-2 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2016-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2016-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2016-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2016-2 Exchange Note Collections Account and all investment earnings on the 2016-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2016-2 Permitted Investment held in any Trust the 2016-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2016-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2016-2 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2016-2 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokermaturity. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2016-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2016-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2016-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2016-2 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2016-2 2016-2 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2019-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2019-2 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2019-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2019-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2019-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2019-2 Exchange Note Collections Account and all investment earnings on the 2019-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2019-2 Permitted Investment held in any Trust the 2019-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2019-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2019-2 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2019-2 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2019-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2019-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2019-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2019-2 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2019-2 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2020-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2020-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2020-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2020-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2020-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2020-3 Exchange Note Collections Account and all investment earnings on the 2020-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2020-3 Permitted Investment held in any Trust the 2020-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2020-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2020-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2020-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2020-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2020-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2020-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2020-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2020-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Designated Accounts shall be invested in Eligible Investments and reinvested by upon Issuing Entity Order. Absent such direction, the Indenture Trustee subject to funds shall remain uninvested. All such investments shall mature or be liquidated no later than the provisions of Section 5.01(b) of Business Day preceding the Sale and Servicing Agreementnext Distribution Date. All income or other gain (net of losses and investment expenses) from investments of monies deposited in the Trust Accounts Collection Account or the Reserve Account shall be deposited withdrawn (or caused to be withdrawn) by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted accounts and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction distributed as provided herein to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, Depositor. Each of the Issuing Entity shall deliver to and the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands Administrator acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each purchase and other trade confirmations may sale of Eligible Investments or the Indenture Trustee’s receipt of a broker’s confirmation. Each of the Issuing Entity and the Administrator agrees that such notifications shall not be obtained from provided by the applicable brokerIndenture Trustee hereunder, and the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be made available for any account if no activity has occurred in such account during such period. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Designated Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Designated Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity and the Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.2, or, if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 5.5 as if there had not been such a declaration; then in each case, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Designated Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofshall remain uninvested.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker.43 (NAROT 2016-B Indenture) (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to 41 (Nissan 2015-B Indenture) the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investment specified in clause (vi) of the definition of Eligible Investments (as defined provided in the Sale and Servicing Agreement. (d) specified Except as otherwise provided hereunder or agreed in clause (i) writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereofissuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms.the terms thereof. 45 (NAROT 2017-C Indenture) (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2018-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2018-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2018-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2018-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2018-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2018-3 Exchange Note Collections Account and all investment earnings on the 2018-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2018-3 Permitted Investment held in any Trust the 2018-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2018-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2018-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2018-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2018-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2018-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2018-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2018-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2018-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2018-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2018-1 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2018-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2018-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2018-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2018-1 Exchange Note Collections Account and all investment earnings on the 2018-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2018-1 Permitted Investment held in any Trust the 2018-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2018-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2018-1 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2018-1 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2018-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2018-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2018-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2018-1 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2018-1 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default Promptly upon the establishment (initially or Event upon any relocation) of Default an Account hereunder, the Collateral Agent shall advise the Trust Depositor and the Secured Party in writing of the name and address of the depository institution or trust company where such Account has been established (if not Xxxxxx Trust and Savings Bank or any successor Collateral Agent in its commercial banking capacity), the name of the officer of the depository institution who is responsible for overseeing such Account, the account number and the individuals whose names appear on the signature cards for such Account. The Trust Depositor shall cause each such depository institution or trust company to execute a written agreement, in form and substance satisfactory to the Trustee, waiving, and the Collateral Agent by its execution of this Agreement hereby waives (except to the extent expressly provided herein), except for amounts or fees due the Collateral Agent hereunder in each case to the extent permitted under applicable law, (i) any banker's or other statutory or similar Lien, and (ii) any right of set-off or other similar right under applicable law with respect to such Account and any other Account and agreeing, and the Collateral Agent by its execution of this Agreement hereby agrees, to notify the Trust Depositor, the Collateral Agent, and the Secured Party of any charge or claim against or with respect to such Account. The Collateral Agent shall give the Trust Depositor and the Secured Party at least ten Business Days' prior written notice of any change in the location of such Account or in any related account information. If the Collateral Agent changes the location of any Account, it shall change the location of each other Account, so that all Accounts shall at all times be located at the same depository institution. Anything herein to the contrary notwithstanding, unless otherwise consented (not to be unreasonably withheld) to by the Secured Party in writing, the Collateral Agent shall have occurred and be continuing, all or a portion of no right to change the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment location of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokerAccount. (b) Subject to Section 6.01(c), Upon the Indenture Trustee shall not in any way be held liable by reason written request of any insufficiency in any the Secured Party or the Trust Depositor and at the expense of the Trust Accounts resulting from Depositor, the Collateral Agent shall cause, at the expense of the Trust Depositor, the depository institution at which any loss on any Eligible Investment included therein except for losses attributable Account is located to forward to the Indenture Trustee’s failure to make payments on requesting party copies of all monthly account statements for such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsAccount. (c) If at any time any Account ceases to be an Eligible Account, the Collateral Agent shall, upon obtaining actual knowledge of such event, notify the Secured Party of such fact and shall establish within ten Business Days of such determination, in accordance with paragraph (ia) the Issuing Entity (or the Servicer) of this Section, a successor Account thereto, which shall have failed to give investment directions for any funds on deposit in the Trust Accounts be an Eligible Account, at another depository institution acceptable to the Indenture Trustee by such time as may be agreed by the Issuing Entity Secured Party and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing establish successor Accounts with respect to all other Accounts, each of which shall be an Eligible Account, at the Notes but same depository institution. (d) No passbook, certificate of deposit or other similar instrument evidencing an Account shall be issued, and all contracts, receipts and other papers, if any, governing or evidencing an Account shall be held by the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofCollateral Agent.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2019-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2019-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2019-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2019-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2019-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2019-3 Exchange Note Collections Account and all investment earnings on the 2019-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2019-3 Permitted Investment held in any Trust the 2019-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2019-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2019-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2019-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2019-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2019-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2019-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2019-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2019-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan 44 (NAROT 2017-A Indenture) of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2017-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2017-2 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2017-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2017-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2017-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2017-2 Exchange Note Collections Account and all investment earnings on the 2017-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2017-2 Permitted Investment held in any Trust the 2017-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2017-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2017-2 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2017-2 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2017-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2017-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2017-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2017-2 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2017-2 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to 41 (Nissan 2015-C Indenture) the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investment specified in clause (vi) of the definition of Eligible Investments (as defined provided in the Sale and Servicing Agreement. (d) specified Except as otherwise provided hereunder or agreed in clause (i) writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereofissuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2020-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2020-2 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2020-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2020-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2020-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2020-2 Exchange Note Collections Account and all investment earnings on the 2020-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2020-2 Permitted Investment held in any Trust the 2020-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2020-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2020-2 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2020-2 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2020-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2020-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2020-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2020-2 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2020-2 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts (other than the Lockbox Account) shall be invested in Eligible Permitted Investments and reinvested by the Indenture Trustee subject pursuant to the provisions of Section 5.01(b) 2.5 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account or the Reserve Account, and any loss or expenses resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable for the selection of Permitted Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) In the Issuing Entity (or absence of timely and specific written investment direction from the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to Servicer and Issuer, the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on shall invest any Business Day, (ii) cash held in Permitted Investments of a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified type described in clause (ic)(i) of the definition thereof. In no event shall the Indenture Trustee be liable for investment losses incurred thereon. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any investment prior to its stated maturity or the failure of the Servicer and Issuer to provide timely written investment direction.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2018-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2018-2 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2018-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2018-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2018-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2018-2 Exchange Note Collections Account and all investment earnings on the 2018-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2018-2 Permitted Investment held in any Trust the 2018-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2018-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2018-2 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2018-2 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2018-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2018-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2018-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2018-2 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2018-2 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. 44 (iNAROT 2019-B Indenture) (d) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investment specified in clause (vi) of the definition of Eligible Investments (as defined provided in the Sale and Servicing Agreement. (d) specified Except as otherwise provided hereunder or agreed in clause writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the issuer of any securities 40 (iNissan 2013-C Indenture) of the definition thereofheld hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. 44 (iNAROT 2020-A Indenture) (d) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2015-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2015-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2015-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2015-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2015-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2015-3 Exchange Note Collections Account and all investment earnings on the 2015-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2015-3 Permitted Investment held in any Trust the 2015-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2015-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2015-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2015-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokermaturity. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2015-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2015-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2015-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2015-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2015-3 2015-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable 44 (NAROT 2023-B Indenture) pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereofissuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee at the written direction of the Servicer, subject to the provisions of Section 5.01(b) 5.01 of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account shall be deposited by the Indenture Trustee in the Collection Account and paid to the Servicer as servicing compensation on any Business Day on or after which such amount is deposited in the Collection Account, and any loss resulting from such investments shall be charged to such account. Subject to the provisions of Section 5.07 of the Sale and Servicing Agreement, all income or other gain from investments of moneys deposited in the Reserve Account shall be paid to the Servicer on any Business Day on or after which such amount is deposited in the Reserve Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Servicer will not direct the Indenture Trustee Trustee, and the Issuer shall cause the Servicer not, to make any investment of any funds or to sell any investment held in any Trust Account the Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Servicer shall deliver to the Indenture Trustee an Opinion of Counsel, reasonably acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Collection Account or the Reserve Account resulting from any loss on any Eligible Investment included therein at the direction of the Servicer, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms.the terms thereof. 45 (NAROT 2020-B Indenture) (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts Collection Account or the Reserve Account to the Indenture Trustee by 5:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Servicer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Owner Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in an Eligible Investments (as defined in the Sale and Servicing Agreement) Investment specified in clause an interest-bearing money market deposit account at U.S. Bank National Association. (id) Except as otherwise provided hereunder or agreed in writing among the parties hereto, the Servicer shall retain the authority to institute, participate and join in any plan of reorganization, readjustment, merger or consolidation with respect to the definition thereof.issuer of any securities held hereunder, and, in general, to exercise each and every other power or right with respect to each such asset or investment as individuals generally have and enjoy with respect to their own assets and investment, including power to vote upon any securities

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Deposit Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee (or the investment manager referred to in clause (2) of Section 5.01(b) of the Sale and Servicing Agreement) upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts Deposit Account shall be deposited by the Indenture Trustee remain on deposit in the Collection Deposit Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust the Deposit Account unless the security interest Granted and perfected in such account Deposit Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts Deposit Account resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity Issuer (or the ServicerServicer or any investment manager pursuant to Section 5.01(b) of the Sale and Servicing Agreement) shall have failed to give investment directions for any funds on deposit in the Trust Accounts Deposit Account to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts Deposit Account in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b5.1(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts (other than the Payahead Account) shall be deposited (or caused to be deposited) by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. All income or other gain from investments of monies deposited in the Payahead Account shall be released by the Trustee to the Depositor, net of any loss resulting from such investments charged to the Payahead Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) [Reserved] (c) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (cd) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 5.5 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default Funds on deposit in the Trust Accounts shall be invested or Event of Default reinvested by the Issuer in Permitted Investments selected by the Issuer with any such investment direction delivered to the Indenture Trustee to be in writing. All Investment Earnings on funds on deposit in the Trust Accounts shall have occurred and be continuing, all or deemed to constitute a portion of the Available Amounts. Other than as permitted by the Rating Agencies, funds on deposit in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by that will mature so that such funds will be available at the close of business on the Transfer Date preceding the following Payment Date; provided, however, that funds on deposit in Trust Accounts may be invested in Permitted Investments of the entity serving as Indenture Trustee subject that may mature so that such funds will be available on the date prior to the provisions Payment Date. Funds deposited in a Trust Account on the Transfer Date that precedes a Payment Date upon the maturity of Section 5.01(b) any Permitted Investments are not required to be invested overnight. In the absence of investment direction from the Sale and Servicing Agreement. All income or other gain from investments of monies deposited Issuer, amounts held in the Trust Accounts shall be deposited by the Indenture Trustee remain uninvested. (b) The Issuer shall ensure that, in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make connection with any investment of any funds or to sell any sale of any investment held in any of the Trust Account unless Accounts, the security interest Granted Lien granted to the Indenture Trustee and perfected in such account Trust Account will continue to be perfected in such investment or 700148678 06142559 the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver or cause to be delivered to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, Counsel to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (bc) Subject to Section 6.01(c), the The Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any Permitted Investment prior to its stated maturity. (cd) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) If a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iiiii) if such the Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 8.3(c) as if there had not been such a declaration, ; then the Indenture Trustee Issuer shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible the Permitted Investments (as defined in the Sale and Servicing Agreement) specified identified in clause (ie) of the definition thereofof Permitted Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 20 - Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account [, the Swap Termination Account] [, the Pre-Funding Account] [, the Revolving Account] and the Reserve Account shall be invested at the direction of the Servicer in Eligible Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 20 - Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 20 - Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account20 - Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 20 - Exchange Note Collections Account and all investment earnings on the 20 - Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment Permitted Investment held in any Trust the 20 - Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 20 - Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokermaturity. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 20 - Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 20 - Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 20 - Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (cd) If (i) [Net payments received from the Issuing Entity (or Swap Provider, if any, shall be deposited by the Servicer) shall have failed to give investment directions for any funds on deposit Collateral Agent in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofCollection Account.]

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments (as defined in the Sale and Servicing Agreement), as determined solely by the Servicer, and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement; provided, that, such funds in the Reserve Account shall be invested in Eligible Investments meeting the requirements of §246.4(b)(2) of Regulation RR, as determined solely by the Servicer. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, in the case of clauses (ii) and (iii) above, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof; provided, that, such funds on deposit in the Reserve Account shall be invested only in Eligible Investments specified in such clause (i) that meet the requirements of §246.4(b)(2) of Regulation RR, as determined solely by the Servicer, or (2) in the case of clause (i) above, invest such funds in accordance with the most recent investment directions received from the Issuing Entity (or the Servicer).

General Provisions Regarding Accounts. (a) So long as no Default Funds on deposit in the Trust Accounts shall be invested or Event of Default reinvested by the Issuer in Permitted Investments selected by the Issuer. All Investment Earnings on funds on deposit in the Trust Accounts shall have occurred and be continuing, all or deemed to constitute a portion of the Available Amounts. Other than as permitted by the Rating Agencies, funds on deposit in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by that will mature so that such funds will be available at the close of business on the Transfer Date preceding the following Payment Date; provided, however, that funds on deposit in Trust Accounts may be invested in Permitted Investments of the entity serving as Indenture Trustee subject that may mature so that such funds will be available on the date prior to the provisions of Section 5.01(b) of the Sale and Servicing AgreementPayment Date. All income or other gain from investments of monies Funds deposited in a Trust Account on the Trust Accounts Transfer Date that precedes a Payment Date upon the maturity of any Permitted Investments are not required to be invested overnight. (b) The Issuer shall be deposited by the Indenture Trustee ensure that, in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make connection with any investment of any funds or to sell any sale of any investment held in any of the Trust Account unless Accounts, the security interest Granted Lien granted to the Indenture Trustee and perfected in such account Trust Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver or cause to be delivered to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, Counsel to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (bc) Subject to Section 6.01(c), the The Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. The Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any Permitted Investment prior to its stated maturity. (ci) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.2, or, (iiiii) if such the Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 8.3(d) as if there had not been such a declaration, ; then the Indenture Trustee Issuer shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible the Permitted Investments (as defined in the Sale and Servicing Agreement) specified identified in clause (id) of the definition thereofof Permitted Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments (as defined in the Sale and Servicing Agreement), as determined solely by the Issuing Entity (or Servicer on its behalf), and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Indenture Trustee will make available to the Servicer monthly cash transaction statements which include detail for all investment transactions effected by the Indenture Trustee hereunder or brokers selected by the Issuing Entity (or the Servicer on its behalf). Such statements will be delivered via the Indenture Trustee’s online service and paper statements will be provided only upon request. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. Eligible Investments may be purchased by or through an Affiliate of the Indenture Trustee. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the ServicerServicer on its behalf) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined specified in the Sale and Servicing Agreement) most recent investment directions received from the Issuing Entity (or the Servicer on its behalf), or in the absence thereof, or unavailability of such specified in clause (i) of the definition thereofinvestments, such funds shall remain uninvested.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2020-1 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2020-1 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2020-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2020-1 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2020-1 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2020-1 Exchange Note Collections Account and all investment earnings on the 2020-1 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2020-1 Permitted Investment held in any Trust the 2020-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2020-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2020-1 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2020-1 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2020-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2020-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2020-1 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2020-1 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2020-1 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2015-2 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2015-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2015-2 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2015-2 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2015-2 Exchange Note Collections Account and all investment earnings on the 2015-2 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment Permitted Investment held in any Trust the 2015-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2015-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable brokermaturity. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2015-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2015-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2015-2 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement8.01(b). All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 1:00 p.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes continuing, but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.04 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) one or more of the definition thereofIndenture Trustee's money market mutual funds that is an Eligible Investment.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts 2016-3 Exchange Note Collections Account, the Indenture Collections Account, the Note Payment Account and the Reserve Account shall be invested at the direction of the Servicer in Eligible 2016-3 Permitted Investments and reinvested by that mature no later than the Indenture Trustee subject Business Day prior to the provisions of Section 5.01(b) of next Payment Date in the Sale and Servicing AgreementCollection Period following the Collection Period during which the investment is made. All income or other gain from investments of monies deposited in the Trust Accounts 2016-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account during a Collection Period shall be deposited by into the 2016-3 Exchange Note Collections Account, the Indenture Trustee in Collections Account or the Collection Reserve Account, as applicable, on the related Payment Date, and any loss resulting from such investments shall be charged to such account2016-3 Exchange Note Collections Account, the Indenture Collections Account or the Reserve Account, as applicable. The Issuing Entity Titling Trust will be the tax owner of the 2016-3 Exchange Note Collections Account and all investment earnings on the 2016-3 Exchange Note Collections Account will be taxable to the Titling Trust. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder will be the tax owner of the Indenture Collections Account and all investment earnings on the Indenture Collections Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Issuer or, if there is a single Issuer Trust Certificateholder, such Issuer Trust Certificateholder, will be the tax owner of the Reserve Account and all investment earnings on the Reserve Account will be taxable to the Issuer or such Issuer Trust Certificateholder, as the case may be. The Indenture Trustee will not direct the Indenture Trustee be directed to make any investment of any funds or to sell any investment 2016-3 Permitted Investment held in any Trust the 2016-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account unless the security interest Granted and perfected in such account the 2016-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account will continue to be perfected in such investment 2016-3 Permitted Investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested . Except as directed by the Indenture TrusteeNote Purchaser after the occurrence and during the continuance of an Event of Default, the Issuing Entity no such 2016-3 Permitted Investment shall deliver be sold prior to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effectmaturity. The Issuing Entity further understands Servicer acknowledges that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon its written request and at no additional cost cost, it has the right to receive notification after the completion of each such investment or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications will not be provided by the Indenture Trustee hereunder, and other trade confirmations may the Indenture Trustee shall make available, upon request and in lieu of notifications, periodic account statements that reflect such investment activity. No statement need be obtained from made available if no activity has occurred in the applicable brokerrelevant Account during such period. (b) If (i) the Servicer shall have failed to give investment directions for funds on deposit in the 2016-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account to the Indenture Trustee by 12:00 noon, New York City time (or such other time as may be agreed by the Indenture Trustee), on any Business Day, (ii) an Event of Default shall have occurred and be continuing but the Notes shall not have been declared due and payable pursuant to Section 5.2 of the Indenture, or (iii) if the Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Issuer Trust Estate are being applied as if there had not been such a declaration, then the Indenture Trustee shall hold funds on deposit in the 2016-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account uninvested. (c) Subject to Section 6.01(c)6.1(c) of the Indenture, the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts 2016-3 Exchange Note Collections Account, the Indenture Collections Account and the Reserve Account resulting from any loss on any Eligible 2016-3 Permitted Investment included therein except for losses attributable to the Indenture Trustee as obligor as a result of the Indenture Trustee’s failure to make payments on such Eligible 2016-3 2016-3 Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee Administrator upon Issuer Order, subject to the provisions of Section 5.01(b2.3(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee Administrator in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee Administrator to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee Administrator to make any such investment or sale, if requested by the Indenture TrusteeAdministrator, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture TrusteeAdministrator, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee and the Indenture Administrator shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's or the Indenture Administrator's failure to make payments on such Eligible Investments issued by the Indenture TrusteeTrustee or the Indenture Administrator, as the case may be, in its commercial capacity as principal obligor and not as trusteetrustee or indenture administrator, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the applicable Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes either the [Group I] or [Group II] Notes, as the case may be, but the Notes [Group I] or [Group II] Notes, respectively, shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes [Group I] or [Group II] Notes, as applicable, shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 5.04 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments such investment as set forth under paragraph (as defined in the Sale and Servicing Agreement) specified in clause (id) of the definition thereofof Eligible Investments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreementupon Issuer Order. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If If: (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.02, or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, and amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Permitted Investments and reinvested by the Indenture Trustee subject to at the direction of the Affiliated Holder in accordance with the provisions of Section 5.01(b) Article V of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in into the Collection Note Distribution Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 5.2 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 5.5 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuingoccurred, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to accordance with the provisions of Section 5.01(b) 7.03 of the Sale Pooling and Servicing Agreement. All Except as otherwise provided in Section 7.03 of the Pooling and Servicing Agreement, all income or other gain from investments of monies moneys deposited in the Trust Accounts Collection Account and the Note Distribution Account shall be deposited by the Indenture Trustee in the Collection Account and the Note Distribution Account, and any as the case may be. All income or other gain resulting from investment of funds deposited in the Reserve Account shall be retained therein until applied in accordance with the Reserve Account Agreement. Any loss resulting from such investments shall be charged to such accountthe related Trust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trusteeIndenture Trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give written investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee), on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable from the Trust Estate Collateral are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.in

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) 2.3B of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts (except for the Capitalized Interest Account) shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. All income or other gain from investments of moneys deposited in the Capitalized Interest Account shall be deposited by the Indenture Trustee in the Capitalized Interest Account, and any loss resulting from such investments shall be charged to the Capitalized Interest Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b4.01(b) of the Sale and Master Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 10:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee or such Person maintaining the Trust Accounts) on any Business Day, ; or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) 5.02, or, if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Indenture Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, ; then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds Funds on deposit in the Trust Accounts shall be invested in Eligible Investments and or reinvested by the Indenture Trustee subject to the provisions Servicer, as agent of Section 5.01(b) of the Sale and Servicing AgreementIssuer in Permitted Investments selected by Issuer. Initially, all such funds shall be invested in DB Institutional Cash Management Fund 541. All income or other gain from investments of monies deposited in investment instructions relating to the Trust Accounts shall be deposited sent by the Servicer to both the applicable deposit institution and the Indenture Trustee and the Indenture Trustee shall review such instructions to verify that the investments selected by the Servicer are Permitted Investments. All Investment Earnings on funds on deposit in the Trust Accounts (other than any Series Collection Subaccount) shall be deemed to constitute a portion of the Trust Available Funds. Funds on deposit in the Collection Account, and any loss resulting from such investments Account (other than Investment Earnings) shall be charged invested in Permitted Investments that will mature so that such funds will be available prior to the Payment Date following such accountinvestment. The Issuing Entity Funds on deposit in the other Trust Accounts shall be invested in Permitted Investments that will mature at such times provided in the related Indenture Supplement, or if not direct so specified, so that such funds will be available at the Indenture Trustee close of business on the Business Day preceding the following Payment Date. Funds deposited in a Trust Account on the Business Day that precedes a Payment Date upon the maturity of any Permitted Investments are not required to make be invested overnight. For purposes of determining the availability of funds or the balances in the Collection Account or Excess Funding Account for any reason under this Agreement or any Transaction Document, all investment earnings, net of investment expenses and losses on such funds shall be deemed not to be available or on deposit. (b) Issuer shall ensure that, in connection with any investment of any funds or to sell any sale of any investment held in any of the Trust Account unless Accounts, the security interest Granted Lien granted to Indenture Trustee and perfected in such account Trust Account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver or cause to the be delivered to Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, Counsel to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (bc) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. Indenture Trustee shall have no liability in respect of losses incurred as a result of the liquidation of any Permitted Investment prior to its stated maturity. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions Unless provided for any funds on deposit otherwise in the Trust Accounts to the applicable Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business DaySupplement, (ii) if a Default or Event of Default shall have has occurred and be is continuing with respect to the any Series of Notes but the such Notes shall not have been declared due and payable pursuant to Section 5.02 or 5.3, or, (iiiii) if such any Series of Notes shall have been declared due and payable following an Event of Default Default, but amounts collected or receivable received from the Trust Estate Collateral are being applied in accordance with Section 5.05 5.3(c) as if there had not been such a declaration, ; then the Indenture Trustee Issuer shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible the Permitted Investments (as defined in the Sale and Servicing Agreement) specified identified in clause (id) of the definition thereofof “Permitted Investments.”

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts Collection Account, the Payahead Account and the Reserve Account shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to at the provisions direction of Section 5.01(b) the Servicer in Permitted Investments as provided in Sections 4.1 and 4.7 of the Sale and Servicing Agreement. All income or other gain (net of losses and investment expenses) from investments of monies deposited in the Trust Accounts Collection Account, the Payahead Account and the Reserve Account shall be deposited withdrawn by the Indenture Trustee from such accounts (but only under the circumstances set forth in the Collection Sale and Servicing Agreement in the case of the Reserve Account, ) and any loss resulting from such investments shall be charged to such accountdistributed as provided in Sections 4.1 and 4.7 of the Sale and Servicing Agreement. The Issuing Entity will Servicer shall not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts or in the Payahead Account resulting from any loss on any Eligible Permitted Investment included therein therein, except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Permitted Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) Servicer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.in

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any Trust Account unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereof.Day or

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b) of the Sale and Servicing Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s 's failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their termsthe terms thereof. (c) If (i) the Issuing Entity (or the Servicer) Issuer shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m. Eastern Time (or such other time as may be agreed by the Issuing Entity Issuer and Indenture Trustee Trustee) on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but Default, amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) of the definition thereofInvestments.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the The funds in the Trust Accounts Collection Account and the Reserve Account shall be invested in Eligible Investments in accordance with and reinvested by the Indenture Trustee subject to the provisions of Section 5.01(b4.1(b) of the Sale and Servicing Agreement; provided, however, that any amounts deposited into the Collection Account on the day prior to a Payment Date (or Redemption Date) to be distributed on such Payment Date (or Redemption Date) shall remain uninvested. All interest and investment income or other gain from investments (net of monies deposited in the Trust Accounts shall be deposited by the Indenture Trustee losses and investment expenses) on funds on deposit (i) in the Collection Account, and any loss resulting from such investments Account shall be charged distributed to such accountthe Servicer in accordance with the provisions of Section 3.7 of the Sale and Servicing Agreement and (ii) in the Reserve Account shall be distributed to the Servicer in accordance with the provisions of Sections 3.7 and 4.3 of the Sale and Servicing Agreement. The Issuing Entity will not direct the Indenture Trustee shall not be directed to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c6.1(c), the Indenture Trustee shall not in any way be held liable for any losses on any investments, including losses of principal or interest, for breakage fees or penalties, from market risks due to premature liquidation, or resulting from other actions taken pursuant to and consistent with the Transaction Documents (including by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein therein), except for losses attributable to the Indenture Trustee’s failure to make payments 49 Indenture (ACMAT 2024-2) on any such Eligible Investments issued by the Indenture Trustee, Trustee in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) the Issuing Entity (or the Servicer) shall have failed to give investment directions shall not have been given in writing by the Servicer in accordance with Section 4.1(b) of the Sale and Servicing Agreement for any funds on deposit in the Trust Accounts to the Indenture Trustee by 11:00 a.m., New York City time (or such other time as may be agreed by the Issuing Entity Servicer and the Indenture Trustee Trustee), on any Business Day, Day or (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 5.2 or (iii) if such the Notes shall have been declared due and payable following an Event of Default but and amounts collected or receivable received from the Trust Estate Collateral are being applied in accordance with Section 5.05 4.4 of the Sale and Servicing Agreement as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in one or more Eligible Investments in accordance with the standing instructions most recently given by the Servicer; provided, however, that if no standing instructions shall have been given to the Indenture Trustee, the funds shall remain uninvested. (as defined in d) Pursuant to Section 4.1(b) of the Sale and Servicing Agreement) specified , the Servicer acknowledges that upon its written request and at no additional cost, it has the right to receive notification after the completion of each purchase and sale of Eligible Investments or the Indenture Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications shall not be provided by the Indenture Trustee hereunder, and the Indenture Trustee shall make available, upon request and in clause (i) lieu of the definition thereofnotifications, periodic account statements that reflect such investment activity.

General Provisions Regarding Accounts. (a) So long as no Default or Event of Default shall have occurred and be continuing, all or a portion of the funds in the Trust Accounts shall be invested in Eligible Investments and reinvested by the Indenture Trustee upon Issuer Order, subject to the provisions of Section 5.01(b2.03(b) of the Sale and Servicing Administration Agreement. All income or other gain from investments of monies moneys deposited in the Trust Accounts shall be deposited by the Indenture Trustee in the Collection Account, and any loss resulting from such investments shall be charged to such accountTrust Account. The Issuing Entity Issuer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment held in any of the Trust Account Accounts unless the security interest Granted granted and perfected in such account will continue to be perfected in such investment or the proceeds of such sale, in either case without any further action by any Person, and, in connection with any direction to the Indenture Trustee to make any such investment or sale, if requested by the Indenture Trustee, the Issuing Entity Issuer shall deliver to the Indenture Trustee an Opinion of Counsel, acceptable to the Indenture Trustee, to such effect. The Issuing Entity further understands that trade confirmations for securities transactions effected by the Indenture Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. (b) Subject to Section 6.01(c), the Indenture Trustee shall not in any way be held liable for the selection of Eligible Investments or by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Indenture Trustee’s failure to make payments on such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor and not as trustee, in accordance with their terms. (c) If (i) . The Indenture Trustee shall have no liability in respect of losses incurred as a result of the Issuing Entity (liquidation of any investment prior to its stated maturity or the Servicer) shall have failed to give investment directions for any funds on deposit in the Trust Accounts to the Indenture Trustee by such time as may be agreed by the Issuing Entity and Indenture Trustee on any Business Day, (ii) a Default or Event of Default shall have occurred and be continuing with respect to the Notes but the Notes shall not have been declared due and payable pursuant to Section 5.02 or (iii) if such Notes shall have been declared due and payable following an Event of Default but amounts collected or receivable from the Trust Estate are being applied in accordance with Section 5.05 as if there had not been such a declaration, then the Indenture Trustee shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in Eligible Investments (as defined in the Sale and Servicing Agreement) specified in clause (i) failure of the definition thereofIssuer to provide timely written investment direction.