Common use of Information to Be Provided by the Owner Trustee Clause in Contracts

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst BNY Mellon Trust of Delaware, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectBNY Mellon Trust of Delaware, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2022, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware, or any property of BNY Mellon Trust of Delaware, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2022, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedthis Section 9.13, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.13.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and collectively, the “VW Parties”) with (i) notification, as soon as practicable and in any event within five Business Days, of all demands communicated (other than by a VW Party) to a Responsible Officer of the Notes are outstanding, Owner Trustee for the purpose repurchase or replacement of satisfying the Depositorbeneficial interest in any Transaction Unit pursuant to Section 2.3(c) of the SUBI Sale Agreement and (ii) promptly upon written request (which may include electronic communications) by a VW Party, any other information reasonably requested by a VW Party in the Owner Trustee’s reporting obligation possession and that can be provided to the VW Parties without unreasonable effort or expense to facilitate compliance by the VW Parties with Rule 15Ga-1 under the Exchange Act, and Items 1104(e), 1117, 1119 and 1121(c) of Regulation AB. In no event shall the Owner Trustee have (x) any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB or with any VW Parties’ compliance with the Exchange Act or Regulation AB or (y) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect to of the Notes, Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee shall provide be deemed to the Depositor be a written description of (i) the commencement of, a material development “securitizer” as defined in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property Section 15Ga of the Owner Trustee is the subjectExchange Act, that would be material to Noteholders; and (ii) nor shall it have any such proceedings known responsibility for making any filing to be contemplated made by governmental authorities that would be material to Noteholdersa securitizer under the Exchange Act or Regulation AB. A demand does not include general inquiries, including investor inquiries, regarding asset performance or possible breaches of representations or warranties. (b) The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 1117 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2013, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2013, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.03 of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2018, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2018, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Depositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1117 and 1119 of Regulation AB as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect it relates to the NotesOwner Trustee or to the Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall provide be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2012, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2012, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2020, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2020, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2014, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2014, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05 of the DepositorTrust Sale and Servicing Agreement or Section 3.07 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Depositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1117 and 1119 of Regulation AB as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect it relates to the NotesOwner Trustee or to the Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall provide be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2011, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2011, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2019, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2019, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2015, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2015, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04 of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee it or any and all proceedings Proceedings of which any of its property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee it shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee it to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst Wilmington Trust, a material development in orNational Association, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectWilmington Trust, National Association, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2022, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against Wilmington Trust, National Association, or any property of Wilmington Trust, National Association, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2022, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedthis Section 9.13, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.13.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee it to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee it and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2016, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2016, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05 of the DepositorTrust Sale and Servicing Agreement or Section 3.07 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04 of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2014, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2014, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04 of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2023, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2023, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2016, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 2016 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2016, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05 of the DepositorTrust Sale and Servicing Agreement or Section 3.07 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst BNY Mellon Trust of Delaware, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectBNY Mellon Trust of Delaware, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2025, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware, or any property of BNY Mellon Trust of Delaware, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2025, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) of Section 8.16(e), the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, this Section 8.16 the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 8.16.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2016, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2016, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04 of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2015, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2015, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05 of the DepositorTrust Sale and Servicing Agreement or Section 3.07 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; (vi) the Asset Representations Reviewer; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05(a) of the DepositorTrust Sale and Servicing Agreement or Section 3.07 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2025, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2025, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Depositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1117 and 1119 of Regulation AB as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect it relates to the NotesOwner Trustee or to the Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall provide be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee Deutsche Bank Trust Company Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, Deutsche Bank Trust Company Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 of each year, beginning with March 15, 2008, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against Deutsche Bank Trust Company Delaware or any property of Deutsche Bank Trust Company Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 of each year, beginning with March 15, 2008, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) GMAC, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; (vi) the Swap Counterparty; and (vii) any other material transaction party. In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.. ARTICLE TWELVE MISCELLANEOUS

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Transferor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Securities Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, : (i) on or before the fifth Business Day of each January, April, July and October (or, if such day is not a Business Day, the immediately following Business Day), provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a)(1), 1109(a)(2) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and Transferor; (ii) on or before the tenth Business Day of each month (or, if such day is not a Business Day, the immediately following Business Day), provide to the Transferor a certificate in substantially the form of Exhibit C, for the purpose of compliance with the Repurchase Disclosure Regulations, with respect to any requests received by the Owner Trustee during the immediately preceding calendar month that any Receivable be repurchased; and (iii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving credit card receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: 1. the sponsor; 2. any depositor; 3. the issuing entity; 4. any servicer; 5. any other trustee; 6. any originator; 7. any significant obligor; 8. any enhancement or support provider; 9. any asset representations reviewer; and 10. any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset-backed securities. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (i) the Owner Trustee’s name and form of organization; (ii) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (iii) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. . To help the government fight the funding of terrorism and money laundering activities, the Customer Identification Program (bCIP) As of requirements established under the related Payment Date Patriot Act, the Financial Crimes Enforcement Network’s (FinCEN) Customer Due Diligence Requirements and such other laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions (“Applicable Anti-Money Laundering Law”), requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. Accordingly, in order to comply with respect to each Report on Form 10the Applicable Anti-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedMoney Laundering Law, the Owner Trustee is required to obtain on or before closing and from time to time thereafter documentation to verify and record information that identifies each Person who opens an account. For a non-individual Person such as a business entity, a charity, a trust or other legal entity, the Owner Trustee will ask for documentation to verify its formation and existence as a legal entity, financial statements, licenses, tax identification documents and identification and authorization documents from individuals claiming authority to represent the entity and other relevant documentation and information (including beneficial owners of such entities). The Owner Trustee may, to the fullest extent permitted by Applicable Law, including Applicable Anti-Money Laundering Law, conclusively rely on, and shall be fully protected and indemnified in relying on, any information received, and failure to provide such information may result in an inability of the Owner Trustee to perform its obligations hereunder which, at the sole option of the Owner Trustee, may result in the immediate resignation of the Owner Trustee, notwithstanding anything to the contrary in this Agreement. If the Certificates are issued as Definitive Certificates, the parties hereto agree that for purposes of Applicable Anti-Money Laundering Law, (a) Ownership Prong: Each Certificateholder owning 25% or more of the beneficial interest in the Issuer is and shall be deemed to represent be the beneficial owners of the Trust for purposes of providing the information required under Applicable Anti-Money Laundering Law, and warrant that any information previously provided (b) Control Prong: Each such Certificateholder is and shall deemed to be the parties with the power and authority to control the Trust. Further, each Certificate presented or surrendered for registration of transfer or exchange shall be accompanied by such documentation as may be required by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions in order to comply with Applicable Anti-Money Laundering Law, each in a form satisfactory to the Owner Trustee, duly executed by the Certificateholder or its attorney duly authorized in writing. No transfer will be effectuated hereunder unless the Owner Trustee has provided an update to such informationreceived the transfer documentation required hereunder.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 41 (2024-C Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Transferor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the DepositorTransferor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving credit card receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor; (2) any depositor; (3) the issuing entity; (4) any servicer; (5) any other trustee; (6) any originator; (7) any significant obligor; (8) any enhancement or support provider; and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset-backed securities. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.. 42 (2021-C Amended and Restated Trust Agreement)

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs.. 41 (2022-B Amended and Restated Trust Agreement) (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in October 2021, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Regulation AB. ARTICLE TWELVE

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs.. 40 (2017-B Amended and Restated Trust Agreement) (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing July 7, 2016, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Regulation AB. ARTICLE TWELVE TAX MATTERS

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to 41 (2014-B Amended and Restated Trust Agreement) the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst Wilmington Trust, a material development in orNational Association, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectWilmington Trust, National Association, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2021, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against Wilmington Trust, National Association, or any property of Wilmington Trust, National Association, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2021, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedthis Section 9.13, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.13.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in October 2024, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Depositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1117 and 1119 of Regulation AB as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect it relates to the NotesOwner Trustee or to the Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall provide be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee Deutsche Bank Trust Company Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, Deutsche Bank Trust Company Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 of each year, beginning with March 15, 2009, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against Deutsche Bank Trust Company Delaware or any property of Deutsche Bank Trust Company Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 of each year, beginning with March 15, 2009, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) GMAC, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; (vi) the Swap Counterparty; and (vii) any other material transaction party. In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in January 2020, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing July 9, 2012, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Regulation AB. ARTICLE TWELVE TAX MATTERS

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst BNY Mellon Trust of Delaware, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectBNY Mellon Trust of Delaware, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2023, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware, or any property of BNY Mellon Trust of Delaware, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2023, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedthis Section 9.13, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.13.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Depositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1117 and 1119 of Regulation AB as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect it relates to the NotesOwner Trustee or to the Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall provide be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2011, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2011, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; (vi) the Swap Counterparty; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing January 5, 2017, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.. 42 (2021-A Amended and Restated Trust Agreement)

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs.. 40 (2018-B Amended and Restated Trust Agreement) (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2024, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2024, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing April 6, 2018, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Depositor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor; (2) any depositor; (3) the issuing entity; (4) any master servicer or subservicer; (5) any other trustee; (6) any originator; (7) any significant obligor; (8) any enhancement or support provider; and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any of the following parties to the Securitization Transaction Partycontemplated by this Trust Agreement, as such parties and their affiliates are identified to the Owner Trustee by the Depositor in connection with the closing of each Securitization Transaction or, if there has been a change in any such party, as such party is identified by the Depositor in a written notice to the Owner Trustee at least five (5) Business Days prior to January 31 of each calendar year: (1) the sponsor; (2) any depositor; (3) the issuing entity; (4) any servicer; (5) any other trustee; (6) any originator; (7) any significant obligor; (8) any enhancement or support provider; and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction Securitization Transaction contemplated by this Trust Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (bc) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 XII is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing July 7, 2017, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing January 8, 2019, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in April 2021, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Regulation AB. ARTICLE TWELVE

Information to Be Provided by the Owner Trustee. (a) For so long The CARAT Owner Trustee agrees to cooperate in good faith with any reasonable request by COLT or the Seller for information regarding the CARAT Owner Trustee that is required in order to enable COLT or the Seller to comply with the provisions of Items 1117 and 1119 of Regulation AB as it relates to the Notes are outstandingCARAT Owner Trustee or to the CARAT Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the CARAT Owner Trustee pursuant to Section 9.14(c) or (d) below, for the purpose CARAT Owner Trustee shall be deemed to have represented to COLT and the Seller on the first day of satisfying the Depositor’s reporting obligation under the Exchange Act each Monthly Period with respect to the Notesprior Monthly Period that, the Owner Trustee shall provide to the Depositor a written description best of its knowledge, there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee [ ] or any and all proceedings of which any property of the Owner Trustee is the subject, [ ] that would be material to Noteholders; and any CARAT 20 -SN Noteholder or, to the extent that the CARAT 20 -SN Certificates are registered under the Securities Act for public sale, any holder of such CARAT 20 -SN Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The CARAT Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the CARAT Owner Trustee of any material changes to proceedings described in any information regarding the preceding sentence. In addition, the CARAT Owner Trustee will furnish to as is required for the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under purpose of compliance with Item 1117 of Regulation AB, for inclusion provide to the Seller, in reports filed by writing, such updated information. (d) The CARAT Owner Trustee shall deliver to COLT and the Seller on or before March 15 of each year, beginning with March 15, 20__, a report of a representative of the CARAT Owner Trustee with respect to the immediately preceding calendar year certifying, on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the CARAT Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission Trustee, that except to the extent otherwise disclosed in writing to COLT and the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedingsSeller, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following best of his or her knowledge, there were no legal or governmental proceedings pending (or known to be contemplated) against [ ] or any property of [ ] that would be material to any CARAT 20 -SN Noteholder or, to the month in which extent that the relevant event occursCARAT 20 -SN Certificates are registered under the Securities Act for public sale, any holder of such CARAT 20 -SN Certificates. (1e) For so long as The CARAT Owner Trustee shall deliver to COLT and the Notes are outstandingSeller on or before March 15 of each year, for beginning with March 15, 20__, a report of a representative of the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act CARAT Owner Trustee with respect to the Notes, immediately preceding calendar year providing to COLT and the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor Seller such information regarding the CARAT Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the CARAT Owner Trustee and any Transaction Partyof the following parties to the CARAT 20 -SN securitization transaction, as such parties are identified to the CARAT Owner Trustee by COLT and the Seller in writing in advance of the CARAT 20 -SN securitization transaction: (i) the Seller; (ii) Ally Financial Inc.; (iii) the Issuer; (iv) COLT; (v) COLT LLC; (vi) the Servicer; (vii) the Trust Administrator; (viii) the CARAT Indenture Trustee; (ix) the COLT Indenture Trustee; (x) the COLT Owner Trustee; (xi) the Swap Counterparty; and (xii) any other material transaction party. In additionconnection with its report regarding the parties listed in clauses (i) through (xii) above, the CARAT Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the CARAT 20 -SN securitization transaction contemplated by this Agreementtransaction, between the CARAT Owner Trustee and any of the parties listed above that currently exists or that existed during the past two calendar years immediately preceding the date of such report and that is material to an investor’s understanding of the Notesasset backed securities issued in the CARAT 20 -SN securitization transaction. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs.. 41 (2021-B Amended and Restated Trust Agreement) (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.. 42 (2021-B Amended and Restated Trust Agreement)

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 41 (2024-A Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 40 (2016-B Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs.. 41 (2020-B Amended and Restated Trust Agreement) (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The the Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a10.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any of the following parties to the Securitization Transaction Partycontemplated by the Trust Agreement, as such parties and their affiliates are identified to the Owner Trustee by the Depositor in connection with the closing of each Securitization Transaction or, if there has been a change in any such party, as such party is identified by the Depositor in a written notice to the Owner Trustee at least five (5) Business Days prior to January 31 of each calendar year: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any other trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider; and (ix) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction Securitization Transaction contemplated by this the Trust Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (bc) As of the related Payment Date with respect to each Report on Form 10-10 D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 X is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst BNY Mellon Trust of Delaware, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectBNY Mellon Trust of Delaware, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2023, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware, or any property of BNY Mellon Trust of Delaware, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2023, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedthis Section 9.13, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Section 9.13. 41 CRVNA 2022-P2 Trust Agreement

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1121(c), 1117 and 1119 of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; and (vi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05(a) of the DepositorTrust Sale and Servicing Agreement or Section 3.07 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 41 (2020-A Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing [______ __], 20[__], provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing April 5, 2019, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s 's reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a11.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s 's reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any of the following parties to the Securitization Transaction Partycontemplated by this Trust Agreement, as such parties and their affiliates are identified to the Owner Trustee by the Depositor in connection with the closing of each Securitization Transaction or, if there has been a change in any such party, as such party is identified by the Depositor in a written notice to the Owner Trustee at least five (5) Business Days prior to January 31 of each calendar year: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any other trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider; and (ix) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s 's length transaction with an unrelated third party, apart from the securitization transaction Securitization Transaction contemplated by this Trust Agreement, that currently exists or that existed during the past two years and that is material to an investor’s 's understanding of the Notes. (bc) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 XI is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement ofagainst BNY Mellon Trust of Delaware, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subjectBNY Mellon Trust of Delaware, that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2023, a written notice from a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware, or any property of BNY Mellon Trust of Delaware, that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 1 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 1, 2023, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, (i) the Owner Trustee shall not be required to provide such information information, but will notify the Depositor in writing, to the event extent that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as the Owner Trustee shall promptly as practicable provide notice to the Depositor following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide provided to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) the Grantor Trust; (v) the Grantor Trust Trustee; (vi) the Servicer; (vii) the Backup Servicer; (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; and (xi) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (xi) of Section 8.16(e), the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, this Section 8.16 the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 8.16.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes.. 40 (2019-B Amended and Restated Trust Agreement) (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs.. 39 (2016-A Amended and Restated Trust Agreement) (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2023, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2023, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04(a) of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in October 2020, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Regulation AB. ARTICLE TWELVE

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in July 2024, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in April 2020, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee BNY Mellon Trust of Delaware or any and all proceedings of which any property of the Owner Trustee is the subject, BNY Mellon Trust of Delaware that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against BNY Mellon Trust of Delaware or any property of BNY Mellon Trust of Delaware that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 2017, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Bank, as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Asset Representations Reviewer; (vi) the Indenture Trustee; and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vii) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.04 of the DepositorTrust Sale Agreement or Section 2.11 of the Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s 's reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s 's reporting obligation under the Exchange Act with respect to the any class of Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any of the following parties to the Securitization Transaction Partycontemplated by this Trust Agreement, as such parties and their affiliates are identified to the Owner Trustee by the Depositor in connection with the closing of each Securitization Transaction or, if there has been a change in any such party, as such party is identified by the Depositor in a written notice to the Owner Trustee at least five (5) Business Days prior to January 31 of each calendar year: (1) the sponsor; (2) any depositor; (3) the issuing entity; (4) any servicer; (5) any other trustee; (6) any originator; (7) any significant obligor; (8) any enhancement or support provider; and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s 's length transaction with an unrelated third party, apart from the securitization transaction Securitization Transaction contemplated by this Trust Agreement, that currently exists or that existed during the past two years and that is material to an investor’s 's understanding of the Notes. (bc) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 XII is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 41 (2015-B Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesIssuer including the provisions of Regulation AB and related rules and regulations of the Securities and Exchange Commission under Regulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Depositor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe Noteholders or the Class R Certificateholder; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor with respect to the Trust pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesIssuer including the provisions of Regulation AB and related rules and regulations of the Securities and Exchange Commission under Regulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Partyof the Depositor, the Servicer, the Indenture Trustee or any other material transaction party that would be required to be disclosed in accordance with Item 1119 of Regulation AB. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party such parties that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction transactions contemplated by this Agreementthe Basic Documents, that currently exists or that existed during the past two years and that is material to an investor’s the understanding of the NotesNoteholders or the Class R Certificateholder of the transactions contemplated by the Basic Documents. (bc) As of For so long as the related Payment Date with respect Depositor is required to each Report on Form 10-D file reports under the Exchange Act with respect to the Notes filed by or on behalf Issuer including the provisions of Regulation AB under the Exchange Act and related rules and regulations of the DepositorSecurities and Exchange Commission under Regulation AB, and as the Owner Trustee shall promptly notify the Depositor of March 15th preceding the date each Report on occurrence of a proceeding of the type described in Item 1.03 of Form 108-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationTrustee.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 39 (2012-B Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Depositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1117 and 1119 of Regulation AB as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect it relates to the NotesOwner Trustee or to the Owner Trustee’s obligations under this Agreement. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall provide be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the [name of Owner Trustee Trustee] or any and all proceedings of which any property of the [name of Owner Trustee is the subject, Trustee] that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 of each year, beginning with March 15, 20___, a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against [name of Owner Trustee] or any property of [name of Owner Trustee] that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 of each year, beginning with March 15, 20___, a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In additionof the following parties to this securitization transaction, as such parties are identified to the Owner Trustee shall provide a description by the Depositor in writing in advance of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes.transaction: (bi) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor; (ii) GMAC, and as of March 15th preceding sponsor; (iii) the date each Report on Form 10-K with respect to Trust; (iv) the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Servicer;

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Notes.\ ARTICLE TWELVE

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Transferor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Securities Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, : (i) on or before the fifth Business Day of each January, April, July and October (or, if such day is not a Business Day, the immediately following Business Day), provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a)(1), 1109(a)(2) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and Transferor; (ii) on or before the fifth Business Day of each January, April, July and October (or, if such day is not a Business Day, the immediately following Business Day), beginning in January 2016, provide to the Transferor a notice in substantially the form of Exhibit C, for the purpose of compliance with the Repurchase Disclosure Regulations, with respect to any requests received by the Owner Trustee during the immediately preceding calendar quarter that any Receivable be repurchased; and (iii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving credit card receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: 1. the sponsor; 2. any depositor; 3. the issuing entity; 4. any servicer; 5. any other trustee; 6. any originator; 7. any significant obligor; 8. any enhancement or support provider; 9. any asset representations reviewer; and 10. any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset-backed securities. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 41 (2013-C Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Depositor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee's name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor; (2) any depositor; (3) the issuing entity; (4) any master servicer or subservicer; (5) any other trustee; (6) any originator; (7) any significant obligor; (8) any enhancement or support provider; and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s 's length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s 's understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall: (a) For so long as On or before the Notes are outstandingfifth Business Day of each month, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement ofIndenture Trustee, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 1117 of Regulation AB; provided, however, that the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and Indenture Trustee. (iib) as promptly as practicable following notice On or before the fifth Business Day of each month, provide to or discovery by the Indenture Trustee, such information regarding the Issuer for the purpose of compliance with Item 1117 of Regulation AB, to the extent a Responsible Officer of the Owner Trustee has actual knowledge, without independent investigation or inquiry, of any changes to such information; provided, however, that the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Indenture Trustee. (c) On or before March 15 of each year, provide to the Depositor, in writingIndenture Trustee, such updated information. Such Item 1119 information shall include, at a minimum, a description of any affiliation between regarding the Owner Trustee and any Transaction Party. In additionfor the purposes of compliance with Item 1119 of Regulation AB; provided, however, that the Owner Trustee shall only be required to provide a description of whether there issuch information with respect to BANA, the Depositor, the Originator, the Master Servicer, the Receivables Servicer, the Indenture Trustee and if so any other names supplied by the general character of, any business relationship, agreement, arrangement, transaction or understanding between Depositor in writing to the Owner Trustee and from time to time. (d) On or before March 15 of each year, provide to the Indenture Trustee, the following Item 1119 information regarding the Issuer, to the extent a Responsible Officer of the Owner Trustee has actual knowledge of such information, as is requested for the purposes of compliance with Item 1119 of Regulation AB, (i) whether the Issuer is an affiliate of the Owner Trustee, (ii) whether there are any Transaction Party that is entered into “outside the ordinary course of business or is on terms arrangements” other than would be obtained in an arm’s length transaction with an unrelated third partybetween the Issuer and the Owner Trustee, apart from and (iii) whether there are any specific relationships involving the securitization transaction contemplated by this Agreementor the pool assets between the Issuer and the Owner Trustee; provided, however, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall only be deemed required to represent provide such information with respect to affiliations, arrangements or relationships between the Issuer and warrant that any information previously provided the Owner Trustee, other than contemplated by the Transaction Documents. For the avoidance of doubt, the parties hereto do not deem the Owner Trustee under an affiliate of the Issuer for the purposes of Regulation AB. (e) Prior to the execution of any such amendment, provide to the Indenture Trustee notice of any amendment to this Article 12 is materially correct Agreement or the Certificate of Trust of the Issuer. (f) The Owner Trustee shall be required to provide to the Indenture Trustee, in EXXXX compatible format, or in such other form as otherwise agreed upon by the Indenture Trustee and does not have any material omissions unless the Owner Trustee has provided Trustee, any of the information set forth in clauses (a) through (f), if applicable, together with an update to such informationadditional disclosure notification in the form of Exhibit B hereto (an “Additional Disclosure Notification”).

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto finance receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Depositor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; , and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (i) the Owner Trustee’s name and form of organization; (ii) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset- backed securities transactions involving auto finance receivables; and (iii) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any depositor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.. 39

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing January 6, 2014, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c), of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1104(e) and 1121(c), the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Monthly Period with respect to the prior Monthly Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee [ ] or any and all proceedings of which any property of the Owner Trustee is the subject, [ ] that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 20 , a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against [ ] or any property of [ ] that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March 15 (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March 15, 20 , a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Ally Financial Inc., as sponsor; (iii) the Trust; (iv) the Servicer; (v) the Indenture Trustee; (vi) [the Swap Counterparty;] and (vii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through (vi[i]) above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five Business Days, of all demands delivered to a Reporting Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect to the Notes filed by or on behalf Section 2.05(a) of the DepositorTrust Sale and Servicing Agreement or Section 3.08 of the Pooling and Servicing Agreement, and as of March 15th preceding the date each Report on Form 10-K with respect applicable. Subject to the Notes is filedthis Section 9.14, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. Except as set forth in the Basic Documents, in no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.14.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing July 7, 2014, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing July 8, 2013, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider and (9) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.Regulation AB. ARTICLE TWELVE TAX MATTERS

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 41 (2014-A Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description Transferor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings Proceedings against the Owner Trustee or any and all proceedings Proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholders; the Noteholders and (ii) any such proceedings Proceedings known to be contemplated by governmental authorities that would be material to NoteholdersGovernmental Authorities. The Owner Trustee shall also notify the DepositorTransferor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the DepositorTransferor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor Transferor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1b) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Transferor is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each January, April, July and October, commencing in July 2023, provide to the Depositor Transferor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Transferor and (ii) as promptly as practicable following notice to or discovery by a Responsible an Authorized Officer of the Owner Trustee of any changes to such information, provide to the DepositorTransferor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee’s name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving motor vehicle leases; and (C) a description of any affiliation between the Owner Trustee and any Transaction Partyof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Transferor in writing in advance of such Securitization Transaction: (1) the sponsor, (2) any transferor, (3) the issuing entity, (4) any servicer or subservicer, (5) any other trustee, (6) any originator, (7) any significant obligor, (8) any enhancement or support provider, (9) any asset representations reviewer and (10) any other material party related to any Securitization Transaction. In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the securitization transaction contemplated by this AgreementSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect . The Transferor agrees to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, notify the Owner Trustee shall be deemed in writing if it is no longer required to represent and warrant that any information previously provided by the Owner Trustee report under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationRegulation AB.

Information to Be Provided by the Owner Trustee. (a) For so long as The Owner Trustee agrees to cooperate in good faith with any reasonable request by the Notes are outstandingDepositor for information regarding the Owner Trustee which is required in order to enable the Depositor to comply with the provisions of Items 1104(e), for the purpose 1117, 1119 and 1121(c) of satisfying the Depositor’s reporting obligation Regulation AB and Rule 15Ga-1 under the Exchange Act as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement; provided that with respect to the NotesRule 15Ga-1, and Items 1121(c) and 1104(e) of Regulation AB, the Owner Trustee shall provide not be deemed a “securitizer” under Regulation AB or under the Exchange Act. (b) Except to the extent disclosed by the Owner Trustee in subsection (c) or (d) below, the Owner Trustee shall be deemed to have represented to the Depositor a written description on the first day of each Collection Period with respect to the prior Collection Period that to the best of its knowledge there were no legal or governmental proceedings pending (ior known to be contemplated) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee [ ] or any and all proceedings of which any property of the Owner Trustee is the subject, [ ] that would be material to Noteholders; and any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (iic) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writingshall, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, any information regarding the Owner Trustee will furnish as is required for the purpose of compliance with Item 1117 of Regulation AB, provide to the Depositor, in writing, such updated information. (d) The Owner Trustee shall deliver to the necessary disclosure regarding Depositor on or before March [1] (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March [1], 20[ ], a report of a representative of the Owner Trustee describing such proceedings required with respect to be disclosed under Item 1117 of Regulation ABthe immediately preceding calendar year certifying, for inclusion in reports filed by or on behalf of the Depositor pursuant Owner Trustee, that except to the Exchange Act. extent otherwise disclosed in writing to Depositor, to the best of his or her knowledge there were no legal or governmental proceedings pending (or known to be contemplated) against [ ] or any property of [ ] that would be material to any Noteholder or, to the extent that the Certificates are registered under the Securities Act for public sale, any holder of such Certificates. (e) The Owner Trustee shall deliver to the Depositor will allow on or before March [1] (or, if such date is not a Business Day, the next succeeding Business Day) of each year, beginning with March [1], 20[ ], a report of a representative of the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st of each immediately preceding calendar year, (i) provide year providing to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. of the following parties to this securitization transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of this securitization transaction: (i) the Depositor; (ii) Carvana, LLC, as sponsor; (iii) the Trust; (iv) [the Grantor Trust]; (v) [the Grantor Trust Trustee]; (vi) the Servicer; (vii) [the Backup Servicer;] (viii) the Indenture Trustee; (ix) the Asset Representations Reviewer; (x) the Collateral Custodian; (xi) [the [Swap][Cap] Counterparty;] and (xii) any other material transaction party. (f) In additionconnection with the parties listed in clauses (i) through [(x)] above, the Owner Trustee shall provide include a description of whether there is, and if so so, the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the this securitization transaction contemplated by this Agreementtransaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notesasset backed securities issued in this securitization transaction. (bg) As The Owner Trustee shall provide the Depositor with notification, as soon as practicable and in any event within five (5) Business Days, of all demands delivered to a Responsible Officer of the related Payment Date with respect Owner Trustee for the repurchase or replacement of any Receivable pursuant to each Report on Form 10-D with respect any Transaction Document. Subject to the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filedthis Section 9.13, the Owner Trustee shall be deemed have no obligation to represent and warrant that take any information previously provided by other action with respect to any demand. In no event shall the Owner Trustee have (i) any responsibility or liability in connection with any filing to be made by a securitizer under the Exchange Act or Regulation AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationSection 9.13.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall provide the Depositor and the Bank (aeach, a “Reporting Party” and, collectively, the “Reporting Parties”) For so long with (i) notification, as soon as practicable and in any event within five Business Days, of all demands communicated to the Notes are outstanding, Owner Trustee for the purpose repurchase or replacement of satisfying any Receivable and (ii) promptly upon reasonable written request by a Reporting Party, any other information reasonably requested by a Reporting Party that is in the DepositorOwner Trustee’s reporting obligation possession and reasonably accessible to it to facilitate compliance by the Reporting Parties with Rule 15Ga-1 under the Exchange Act, and Items 1104(e) and 1121(c) of Regulation AB. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga-1 of the Exchange Act, nor shall it have (A) any responsibility or liability for making any filing to be made by a securitizer under the Exchange Act with or Regulation AB or (B) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect to the Notes, transactions contemplated by the Owner Trustee shall provide to the Depositor a written description Transaction Documents. For purposes of (i) the commencement ofthis section, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings “demand” is limited to a demand for enforcement of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided repurchase remedy received by the Owner Trustee. Any descriptions required A demand does not include general inquiries, including investor inquiries, regarding asset performance or possible breaches of representations or warranties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective officers hereunto duly authorized as of the day and year first above written. [ ], as Owner Trustee By: Name: Title: By: Name: Title: NUMBER [____]% BENEFICIAL INTEREST R-[ ] Evidencing the [ ]% beneficial interest in all of the assets of the Issuer (as defined below), which consist primarily of motor vehicle receivables, including motor vehicle retail installment loans that are secured by new and used automobiles and light-duty trucks. THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER APPLICABLE SECURITIES OR “BLUE SKY” LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE RESOLD, ASSIGNED, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR ANY OTHER APPLICABLE SECURITIES OR “BLUE SKY” LAWS, PURSUANT TO AN EXEMPTION THEREFROM OR IN A TRANSACTION NOT SUBJECT THERETO. NEITHER THIS CERTIFICATE NOR ANY INTEREST HEREIN MAY BE ACQUIRED OR HELD (IN THE INITIAL ACQUISITION OR THROUGH A TRANSFER) BY OR FOR THE ACCOUNT OF OR WITH THE ASSETS OF (A) AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) WHICH IS SUBJECT TO TITLE I OF ERISA, (B) A “PLAN” AS DESCRIBED BY SECTION 4975(e)(1) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) WHICH IS SUBJECT TO SECTION 4975 OF THE CODE, (C) ANY ENTITY DEEMED TO HOLD THE PLAN ASSETS OF ANY OF THE FOREGOING BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR OTHER PLAN’S INVESTMENT IN SUCH ENTITY OR (D) ANY GOVERNMENTAL PLAN, NON-U.S. PLAN, CHURCH PLAN, OTHER EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT THAT IS SUBJECT TO ANY FEDERAL, STATE, LOCAL OR OTHER LAW THAT IS SUBSTANTIALLY SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE. THIS CERTIFIES THAT [___________] is the registered owner of a [____]% nonassessable, fully-paid beneficial interest in the Trust Estate of USAA AUTO OWNER TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuer”) formed by USAA Acceptance, LLC, a Delaware limited liability company, as depositor (the “Depositor”). The Issuer was created pursuant to a Trust Agreement dated as of [ ] (as amended and restated as of [ ], 20[ ] the “Trust Agreement”), between the Depositor and [ ], as owner trustee (the “Owner Trustee”), a summary of certain of the pertinent provisions of which is set forth below. To the extent not otherwise defined herein, the capitalized terms used herein have the meanings assigned to them in Appendix A to the Sale and Servicing Agreement, dated as of [ ], 20[ ] among the Depositor, the Issuer, [ ] as indenture trustee, and USAA Federal Savings Bank, as servicer, as the same may be amended or supplemented from time to time. This Certificate is issued under and is subject to the terms, provisions and conditions of the Trust Agreement, to which Trust Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. The provisions and conditions of the Trust Agreement are hereby incorporated by reference as though set forth in their entirety herein. The Holder of this Certificate acknowledges and agrees that its rights to receive distributions in respect of this Certificate are subordinated to the rights of the Noteholders [and the Swap Counterparty] as described in the Indenture, the Sale and Servicing Agreement and the Trust Agreement, as applicable. By accepting this Certificate, the Certificateholder hereby covenants and agrees that prior to the date which is one year and one day after payment in full of all obligations of each Bankruptcy Remote Party in respect of all securities issued by the Bankruptcy Remote Parties (i) such Person shall not authorize such Bankruptcy Remote Party to commence a voluntary winding-up or other voluntary case or other Proceeding seeking liquidation, reorganization or other relief with respect to legal proceedingssuch Bankruptcy Remote Party or its debts under any bankruptcy, as well as updates to previously provided descriptionsinsolvency or other similar law now or hereafter in effect in any jurisdiction or seeking the appointment of an administrator, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstandinga trustee, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act receiver, liquidator, custodian or other similar official with respect to such Bankruptcy Remote Party or any substantial part of its property or to consent to any such relief or to the Notesappointment of or taking possession by any such official in an involuntary case or other Proceeding commenced against such Bankruptcy Remote Party, or to make a general assignment for the benefit of any party hereto or any other creditor of such Bankruptcy Remote Party, and (ii) such Person shall not commence or join with any other Person in commencing any Proceeding against such Bankruptcy Remote Party under any bankruptcy, reorganization, liquidation or insolvency law or statute now or hereafter in effect in any jurisdiction. By accepting and holding this Certificate (or any interest herein), the Owner Trustee shallHolder hereof shall be deemed to have represented and warranted that it is not, no later than January 31st of each calendar yearand is not purchasing on behalf of, (i) provide a Benefit Plan or (ii) any governmental plan, non-U.S. plan, church plan, other employee benefit plan or other retirement arrangement that is subject to Similar Law. It is the intention of the parties to the Depositor such information regarding the Owner Trustee Trust Agreement that, solely for income, franchise and value added tax purposes, (i) so long as there is required for the purpose of compliance with Item 1119 of Regulation AB; provided, howevera single Certificateholder, the Owner Trustee shall not Issuer will be required to provide disregarded as an entity separate from such information in Certificateholder, and if there is more than one Certificateholder, the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; Issuer will be treated as a partnership and (ii) the Notes will be characterized as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated informationdebt. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. In additionBy accepting this Certificate, the Owner Trustee shall provide a description of whether there isCertificateholder agrees to take no action inconsistent with the foregoing intended tax treatment. By accepting this Certificate, the Certificateholder acknowledges that this Certificate represents the entire beneficial interest in the Issuer only and if so the general character of, any business relationship, agreement, arrangement, transaction does not represent interests in or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf obligations of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to Servicer, the Notes is filedAdministrator, the Owner Trustee, the Indenture Trustee shall or any of their respective Affiliates and no recourse may be deemed to represent and warrant that had against such parties or their assets, except as expressly set forth or contemplated in this Certificate, the Trust Agreement or any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such informationother Transaction Document.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall provide to the Depositor a written description of (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be material to Noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholders. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five (5) Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation under the Exchange Act with respect to the Notes, the Owner Trustee shall, no later than January 31st 31 of each calendar year, (i) provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, a description of any affiliation between the Owner Trustee and any Transaction Party. 39 (2012-C Amended and Restated Trust Agreement) In addition, the Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes. (b) As of the related Payment Date with respect to each Report on Form 10-D with respect to the Notes filed by or on behalf of the Depositor, and as of March 15th 15 preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Issuer is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall provide to shall, as promptly as practicable, notify the Depositor a written description of Depositor, in writing, of: (i) the commencement of, a material development in or, if applicable, the termination of, any and all legal proceedings against the Owner Trustee or any and all proceedings of which any property of the Owner Trustee is the subject, that would be is material to Noteholdersthe noteholders; and (ii) any such proceedings known to be contemplated by governmental authorities that would be material to Noteholdersauthorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. The Depositor will allow the Owner Trustee to review any disclosure relating to material litigation against the Owner Trustee prior to filing such disclosure with the Commission to the extent the Depositor changes the information provided by the Owner Trustee. Any descriptions required with respect to legal proceedings, as well as updates to previously provided descriptions, under this Section 12.03(a) shall be given no later than five Business Days prior to the Determination Date following the month in which the relevant event occurs. (1) For so long as the Notes are outstanding, for the purpose of satisfying the Depositor’s reporting obligation Issuer is required to report under the Exchange Act with respect to the NotesRegulation AB, the Owner Trustee shall, no later than January 31st of each calendar year, shall (i) on or before the fifth Business Day of each month, provide to the Depositor such information regarding the Owner Trustee as is required for the purpose of compliance with Item Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Amended and Restated Trust Agreement 2007-1 Owner Trustee of any changes to such information, provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum, : (A) the Owner Trustee's name and form of organization; (B) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving auto receivables; and (C) a description of any affiliation between the Owner Trustee and any Transaction Party. In additionof the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee shall provide a description by the Depositor in writing in advance of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any Transaction Party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the securitization transaction contemplated by this Agreement, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes.such Securitization Transaction: (b1) As of the related Payment Date with respect to each Report on Form 10-D with respect to sponsor; (2) any depositor; (3) the Notes filed by or on behalf of the Depositor, and as of March 15th preceding the date each Report on Form 10-K with respect to the Notes is filed, the Owner Trustee shall be deemed to represent and warrant that any information previously provided by the Owner Trustee under this Article 12 is materially correct and does not have any material omissions unless the Owner Trustee has provided an update to such information.issuing entity;