Common use of Optional Purchase of Trust Estate Clause in Contracts

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as of the last day of the related Collection Period have a principal balance of zero) plus the accrued and unpaid interest on the

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) some or all of the Trust Estate (other than the Reserve Account) Receivables from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance lesser of (x) the aggregate principal amounts of the Receivables (assuming that Receivables that were more than thirty (30) 30 days past due as of the last day of the related Collection Period have a principal balance of zero) plus and (y) the accrued fair market value of the Receivables (assuming that Receivables that were more than 30 days past due as of the last day of the related Collection Period have a fair market value of zero), which amount shall be deposited by or at the direction of the Servicer into the Collection Account on the Redemption Date. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account will be distributed to or at the direction of the Certificateholder. 708320802 14443670 26 Sale and Servicing Agreement (USAA 2014-1)

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) some or all of the Trust Estate (other than the Reserve Account) Receivables from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance the aggregate principal amounts of the Receivables (assuming that Receivables that were more than thirty (30) 30 days past due as of the last day of the related Collection Period have a principal balance of zero) plus ). If the accrued Servicer exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account will be distributed to or at the direction of the Certificateholder.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) some or all of the Trust Estate (other than the Reserve Account) Receivables from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance aggregate principal amounts of the Receivables (assuming that Receivables that were more than thirty (30) 30 days past due as of the last day of the related Collection Period have a principal balance of zero) plus ). If the accrued Servicer exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account will be distributed to or at the direction of the Certificateholder. 28 Sale and Servicing Agreement (USAA 2017-1)

Optional Purchase of Trust Estate. The Servicer If the Bank is the Servicer, then the Bank shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth sixth of Section 4.4(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as fair market value of the last day of Trust Estate (other than the Reserve Account), which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Bank, as Servicer, exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Collection Period have a principal balance of zero) plus Payment Date for the accrued and unpaid interest on theRedemption Price.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or of more other persons Persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first [first] through fifth [ninth] and [eleventh] of Section 4.4(a8.5(a) of the Indenture (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due Balance, which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Bank, as of Servicer, exercises the last day of Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Collection Period have a principal balance of zero) plus Payment Date for the accrued and unpaid interest on theRedemption Price.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons Persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through third and fifth of Section 4.4(a8.5(a) of the Indenture (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as of the last day of the related Collection Period have a principal balance of zero) plus the accrued and unpaid interest on thethe Receivables, which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. 16 Servicing Agreement (2014-3)

Optional Purchase of Trust Estate. The Servicer If the Bank is the Servicer, then the Bank shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth sixth of Section 4.4(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as fair market value of the last day Trust Estate (other than the Reserve Account), which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Bank, as Servicer, exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account will be distributed to or at the direction of the related Collection Period have a principal balance of zero) plus the accrued and unpaid interest on theCertificateholder.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) some or all of the Trust Estate (other than the Reserve Account) Receivables from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth [seventh] of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance aggregate principal amounts of the Receivables (assuming that Receivables that were more than thirty (30) 30 days past due as of the last day of the related Collection Period have a principal balance of zero) plus zero).If the accrued Servicer exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account or the Yield Supplement Account will be distributed to or at the direction of the Certificateholder.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or of more other persons Persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date Date, and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth ninth and eleventh of Section 4.4(a8.5(a) of the Indenture (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that plus accrued and unpaid interest on the Receivables that were more than thirty (30) days past due as of the last day of the related Collection Period have a principal balance of zero) plus immediately preceding the accrued Redemption Date, which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Bank, as Servicer, exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) some or all of the Trust Estate (other than the Reserve Account) Receivables from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth seventh of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance aggregate principal amounts of the Receivables (assuming that Receivables that were more than thirty (30) 30 days past due as of the last day of the related Collection Period have a principal balance of zero) plus ). If the accrued Servicer exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account or the Yield Supplement Account will be distributed to or at the direction of the Certificateholder.

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth seventh and ninth of Section 4.4(a8.5(a) of the Indenture (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as of the last day of the related Collection Period have a principal balance of zero) plus the accrued and unpaid interest on thethe Receivables, which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Bank, as Servicer, exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price.

Optional Purchase of Trust Estate. The Servicer If the Bank is the Servicer, then the Bank shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth sixth of Section 4.4(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as fair market value of the last day Trust Estate (other than the Reserve Account), which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Bank, as Servicer, exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account will be distributed to or at the direction of the related Collection Period have a principal balance of zeroCertificateholder. 26 Sale and Servicing Agreement (USAA 2009-2) plus the accrued and unpaid interest on theARTICLE IX MISCELLANEOUS PROVISIONS

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) the Trust Estate (other than the Reserve Account) from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through third and fifth of Section 4.4(a8.5(a) of the Indenture (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Net Pool Balance (assuming that Receivables that were more than thirty (30) days past due as of the last day of the related Collection Period have a principal balance of zero) plus the accrued and unpaid interest on thethe Receivables, which amount shall be deposited by the Servicer into the Collection Account on the Redemption Date. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. 16 Servicing Agreement (2014-2)

Optional Purchase of Trust Estate. The Servicer shall have the right at its option (the “Optional Purchase”) to purchase (and/or to designate one or more other persons to purchase) some or all of the Trust Estate (other than the Reserve Account) Receivables from the Issuer on any Payment Date if both of the following conditions are satisfied: (a) the Net Pool Balance as of the last day of the related Collection Period has declined to 10% or less of the Net Pool Balance as of the Cut-Off Date and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through fifth seventh of Section 4.4(a) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The aggregate purchase price for the Receivables (the “Optional Purchase Price”) shall equal the Net Pool Balance lesser of (x) the aggregate principal amounts of the Receivables (assuming that Receivables that were more than thirty (30) 30 days past due as of the last day of the related Collection Period have a principal balance of zero) plus and (y) the accrued fair market value of the Receivables (assuming that Receivables that were more than 30 days past due as of the last day of the related Collection Period have a fair market value of zero), which amount shall be deposited by or at the direction of the Servicer into the Collection Account on the Redemption Date. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and unpaid interest in each case in whole but not in part on thethe related Payment Date for the Redemption Price. Upon any such Optional Purchase, any funds remaining in the Reserve Account or the Yield Supplement Account will be distributed to or at the direction of the Certificateholder.