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

Information to Be Provided by the Owner Trustee. (a) 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 Owner Trustee for the repurchase or replacement of the beneficial 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 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 of the Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial 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 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 of the Transaction Basic Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 2.4 of the SUBI Sale and Servicing Agreement or Section 3.4 of the Purchase Agreement, as applicable and (ii) promptly upon reasonable 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 possession and that can be provided to the VW Parties without unreasonable effort or expense expenses 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 of the Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 2.3 of the SUBI Sale and Servicing Agreement or Section 3.3 of the Purchase Agreement, as applicable and (ii) promptly upon written reasonable request (which may include electronic communications) by a VW Party, any other information reasonably requested by a VW Party in the Owner Trustee’s 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 of the Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 2.3 of the SUBI Sale and Servicing Agreement or Section 3.3 of the Purchase Agreement, as applicable and (ii) promptly upon reasonable 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 possession and that can be provided to the VW Parties without unreasonable effort or expense expenses 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 of the Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller Depositor and the Servicer (each, a “VW Transaction Party” and and, collectively, the “VW Transaction Parties”) with (i) (x) notification, as soon as practicable and in any event within five (5) Business Days, of all written demands communicated (other than by a VW Party) to a Responsible Officer of the Owner Trustee for the purchase, repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 3.6 of the SUBI Servicing Agreement or Section 3.3 of the Receivables Sale Agreement Agreement, as applicable, and (y) to the extent required, an executed copy of the Notice of Requests to Repurchase Receivables attached hereto as Exhibit C, and (ii) promptly upon written reasonable request (which may include electronic communications) in writing by a VW Transaction Party, any other information reasonably requested by a VW Transaction Party that is in the Owner Trustee’s possession and that can be provided reasonably accessible to the VW Parties without unreasonable effort or expense it to facilitate compliance by the VW Transaction 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 be deemed to be a “securitizer” as defined in Section 15G(a) of the Exchange Act with respect to the transactions contemplated by the Transaction Documents, nor shall it have (xA) any responsibility or liability in connection with for making 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 (yB) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in with respect of the Transaction Documents or to the transactions contemplated thereby. In no event shall by the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a securitizer under the Exchange Act or Regulation ABTransaction Documents. A demand does not include general inquiries, including investor inquiries, regarding asset performance or possible breaches of representations or warranties.. 36 Amended and Restated Trust Agreement (FTAT 2023-1)

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 2.3 of the SUBI Sale and Servicing Agreement or Section 3.3 of the Purchase Agreement, as applicable and (ii) promptly upon written reasonable request (which may include electronic communications) by a VW Party, any other information reasonably requested by a VW Party in the Owner Trustee’s 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 1104(d) 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 of the Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller Depositor and the Servicer (each, a “VW Transaction Party” and and, collectively, the “VW Transaction 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 3.7 of the SUBI Servicing Agreement or Section 3.3 of the Sale Agreement, the First Tier Purchase Agreement, the Second Tier Purchase Agreement and (ii) promptly upon written request (which may include electronic communications) by a VW Partyor the Third Tier Purchase Agreement, any other information reasonably requested by a VW Party as applicable, in substantially the Owner Trustee’s possession and that can be provided form of Exhibit C hereto, in order to assist the VW Transaction Parties without unreasonable effort or expense to facilitate compliance by the VW Transaction Parties with Rule 15Ga-1 under the Exchange Act, and Items 1104(e), 1117, 1119 ) and 1121(c) of Regulation AB. The Owner Trustee’s reporting is limited to information delivered to a Responsible Officer of the Owner Trustee in such capacity and not in any other capacity. In no event will Wilmington Trust (individually or as Owner Trustee) be deemed to be a “securitizer” as defined in Section 15Ga-1 under the Exchange Act, nor shall the Owner Trustee it have (x) any responsibility (other than Wilmington Trust’s obligation to deliver any notification as required by this Section 11.15) or liability in connection with (i) the compliance by any person who is a “securitizer”, or any other person under applicable rules and regulations or (ii) any filing required to be made by a securitizer “securitizer” under the Exchange Act or Regulation AB or with any VW Parties’ compliance in connection with the Exchange Act or Regulation AB or (y) any information provided hereunder. Except as expressly set forth herein, the Owner Trustee shall have no duty or obligation to undertake any investigation or inquiry related to repurchase demand activity or otherwise to assume any additional duties or responsibilities in respect of the Transaction Documents Trust, and no such additional obligations or the transactions contemplated therebyduties are implied under this Agreement. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.35 Second Amended and Restated Trust Agreement (BAAT 2012-1)

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 2.3 of the SUBI Sale and Servicing Agreement or Section 3.3 of the Purchase Agreement, as applicable and (ii) promptly upon written reasonable request (which may include electronic communications) by a VW Party, any other information reasonably requested by a VW Party in the Owner Trustee’s 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 of the Transaction Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.. Amended & Restated Trust Agreement

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller Depositor and the Servicer (each, a “VW Reporting Party” and and, collectively, the “VW Reporting Parties”) with (i) notification, notification as soon as practicable and in any event within five (5) Business Days, Days of all demands communicated (other than by a VW Party) to a Responsible Officer of the Owner Trustee for the repurchase or replacement of any Receivable for breach of the beneficial interest in any Transaction Unit pursuant to Section 2.3(c) of the SUBI Sale Agreement representations and warranties concerning such Receivable and (ii) promptly upon written request (which may include electronic communications) by a VW Reporting Party, any other information reasonably requested by a VW Reporting Party that is in the Owner Trustee’s possession and that can be provided reasonably accessible to the VW Parties without unreasonable effort or expense it to facilitate compliance by the VW Reporting Parties with Rule 15Ga-1 under the Exchange Act, but in no event more than once monthly or such other quantity of requests as may be mutually agreed to by the Owner Trustee and Items 1104(e), 1117, 1119 and 1121(c) of Regulation ABthe applicable Reporting Party. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15G(a)(1) of the Exchange Act with respect to the transactions contemplated by the Transaction Documents, nor shall it have (xA) any responsibility or liability in connection with for making 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 AB, or (yB) 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 of the Transaction Documents or to the transactions contemplated therebyby the Transaction Documents. In no event shall For purposes of this section, a “demand” is limited to a demand for enforcement of a repurchase remedy received by the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a securitizer under the Exchange Act or Regulation ABTrustee. A demand does not include general inquiries, including investor inquiries, regarding asset performance or possible breaches of representations or warranties.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller and the Servicer (each, a “VW Party” and 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 Owner Trustee for the repurchase or replacement of the beneficial 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 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 of the Transaction Basic Documents or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a 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.. Table of Contents

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee shall provide the Seller Depositor and the Servicer (each, a “VW Transaction Party” and and, collectively, the “VW Transaction 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 Owner Trustee for the repurchase or replacement of the beneficial interest in any Transaction Unit Receivable pursuant to Section 2.3(c) 3.7 of the SUBI Servicing Agreement or Section 3.3 of the Sale Agreement, the First Tier Purchase Agreement, the Second Tier Purchase Agreement and (ii) promptly upon written request (which may include electronic communications) by a VW Partyor the Third Tier Purchase Agreement, any other information reasonably requested by a VW Party as applicable, in substantially the Owner Trustee’s possession and that can be provided form of Exhibit C hereto, in order to assist the VW Transaction Parties without unreasonable effort or expense to facilitate compliance by the VW Transaction Parties with Rule 15Ga-1 under the Exchange Act, and Items 1104(e), 1117, 1119 ) and 1121(c) of Regulation AB. The Owner Trustee’s reporting is limited to information delivered to a Responsible Officer of the Owner Trustee in such capacity and not in any other capacity. In no event will [ ] (individually or as Owner Trustee) be deemed to be a “securitizer” as defined in Section 15Ga-1 under the Exchange Act, nor shall the Owner Trustee it have (x) any responsibility (other than [ ] obligation to deliver any notification as required by this Section 11.15) or liability in connection with (i) the compliance by any person who is a “securitizer”, or any other person under applicable rules and regulations or (ii) any filing required to be made by a securitizer “securitizer” under the Exchange Act or Regulation AB or with any VW Parties’ compliance in connection with the Exchange Act or Regulation AB or (y) any information provided hereunder. Except as expressly set forth herein, the Owner Trustee shall have no duty or obligation to undertake any investigation or inquiry related to repurchase demand activity or otherwise to assume any additional duties or responsibilities in respect of the Transaction Documents Trust, and no such additional obligations or the transactions contemplated thereby. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15Ga of the Exchange Act, nor shall it have any responsibility for making any filing to be made by a securitizer duties are implied 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 warrantiesthis Agreement.