Common use of Owner Trustee Not Liable for Certificates or Receivables Clause in Contracts

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document or of the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related document. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of the Administrator, the Indenture Trustee or the Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesIssuer of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate Issuer or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under the Indenture, includingas applicable, including without limitation: limitation the validity of the assignment of the Receivables to the Issuer or of any intervening assignment; the existence, condition condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any insurance thereonphysical damage or credit life or credit disability insurance; the existence and contents of any Receivable on retail installment sales contract or any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivableretail installment sales 24 (NAROT 2019-A Amended & Restated Trust Agreement) contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Issuer with any covenant or the Servicer with breach by the Issuer of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Issuer or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the Notes(Nissan 2012-A Amended & Restated Trust Agreement) Trust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes Co- Trustees make no representations as to the validity or sufficiency of this Agreement, of any other Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee Trustee, the Delaware Trustee, The Bank of New York and The Bank of New York (Delaware) shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document document, or the accuracy of any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee or the Delaware Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, PROVIDED, HOWEVER, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes Co-Trustees make no representations representa- tions as to the validity or sufficiency of this Agreement, of any other Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee Trustee, the Delaware Trustee, The Bank of New York and The Bank of New York (Delaware) shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document document, or the accuracy of any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee or the Delaware Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust Issuer or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of 19 TRUST AGREEMENT 25 any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee any Paying Agent, Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the (Nissan 2009-1 Amended & Restated Trust Agreement) Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders [and the Swap Counterparty] under this Agreement or the Noteholders under the Indenture, includingas applicable, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Master Servicer or the Servicer any other Person with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of the Administrator, the Indenture Trustee or the Master Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, TFSPC II and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, any Basic Document or of Related Document, the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or ), the Notes (other than the signature of the Owner Trustee on the Notes), ) or of any Receivable or related documentdocuments (other than enforceability against the Owner Trustee). The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or (except as required by the Indenture) the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate Property or the sufficiency its ability to generate the payments to be distributed to Certificateholders Certificateholder(s) under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust Issuer or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the DepositorABSC, TFSPC II, the Company Servicer or the Servicer any other Person with any warranty or representation made under any Basic Related Document or in any related document or the accuracy of any such warranty or representation or any action of the Administrator, the Indenture Trustee or the Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. (Nissan 2004-B Amended & Restated Trust Agreement) The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the (Nissan 2003-A Amended & Restated Trust Agreement) proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication of the Owner Trustee on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, any other Basic Document or of Document, the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Certificates and the representations and warranties in Section 7.03) or the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders the Certificateholders, under this Agreement or to the Noteholders under the Indenture, including, without limitation: including the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust Issuer or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Seller or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation representation, or any action of the Administrator, the Indenture Trustee or the Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders [and the [Swap Counterparty][Cap Provider]] under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and counter signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes Co-Trustees make no representations as to the validity or sufficiency of this Agreement, of any other Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee Trustee, the Delaware Trustee, The Bank of New York and The Bank of New York (Delaware) shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document document, or the accuracy of any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee or the Delaware Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the (Nissan 2003-B Amended & Restated Trust Agreement) proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. 23 (Nissan 2005-B Amended & Restated Trust Agreement) The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust Issuer or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of the Indenture Trustee, Administrator, the Indenture Trustee Administrative Agent or the Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust Issuer or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee any Paying Agent, Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee.. TRUST AGREEMENT

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes Co-Trustees make no representations as to the validity or sufficiency of this Agreement, of any other Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee Trustee, the Delaware Trustee, The Bank of New York and The Bank 38 44 of New York (Delaware) shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document document, or the accuracy of any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee or the Delaware Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. (Nissan 2005-C Amended and Restated Trust Agreement) The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the CompanyDepositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any Basic Document or of the Certificates (other than the signature and countersignature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of the Owner Trustee on the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed vehicle Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust Issuer or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Company Depositor or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of the AdministratorIndenture Trustee, the Indenture Trustee Administrator or the Servicer or any subservicer taken in the name of the Owner Trustee.. TRUST AGREEMENT

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. (Nissan 2005-A Amended & Restated Trust Agreement) The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature and counter-signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor TFC and the CompanySeller, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any other Basic Document or Document, of the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature countersignature, if any, of the Owner Trustee on the Certificates) or of the Notes), or of any Receivable or related documentdocuments. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any ReceivableReceivables, or the perfection and priority of any security interest created by any Receivable Receivables in any of the Financed vehicle Assets or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders under this Agreement or the Noteholders under the IndentureInterestholders, including, without limitation: (a) the existence, condition and ownership of any Financed Vehicle; Equipment, (b) the existence and enforceability of any insurance thereon; , (c) the existence and contents of any Receivable Receivables on any computer or other record thereof; , (d) the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; , (e) the performance or enforcement of any Receivable; Receivables, and (f) the compliance by the DepositorTFC, the Company Seller or the Servicer with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of TFC, the Seller, the Indenture Trustee, the Administrator, the Indenture Trustee or the Servicer or any subservicer taken in the name of the Owner Trustee.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the (Nissan 2004-C Amended & Restated Trust Agreement) existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.

Owner Trustee Not Liable for Certificates or Receivables. The recitals contained herein and in the Certificates (other than the signature of the Owner Trustee and the certificate of authentication on the Certificates) shall be taken as the statements of the Depositor and the Company, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of any Basic Document this Agreement or of the Certificates (other than the signature or of the Owner Trustee and the certificate of authentication on the Certificates) or the Notes (other than the signature of execution by the Owner Trustee on behalf of the NotesTrust of, and the certificate of authentication on, the Certificates), . The Owner Trustee shall have no obligation to perform any of the duties of the Servicer or of any Receivable or related documentAdministrator. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the Certificates, the Notes or any Receivable, or the perfection and priority of any security ownership interest created by any Receivable in any Financed vehicle Vehicle, or the maintenance of any such perfection and priorityownership interest, or for or with respect to the sufficiency efficacy of the Owner Trust Estate or the sufficiency its ability to generate the payments to be distributed to Certificateholders Securityholders [and the Swap Counterparty] under this Agreement or the Noteholders under and the Indenture, including, including without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; limitation the validity of the assignment of any Receivable the Receivables to the Trust or of any intervening assignment; the existence, condition, location and ownership of any Receivable or Financed Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any retail installment sales contract or any computer or other record thereof; the completeness of any Receivableretail installment sales contract; the performance or enforcement of any Receivableretail installment sales contract; the compliance by the Depositor, the Company Trust with any covenant or the Servicer with breach by the Trust of any warranty or representation made under any Basic Document this Agreement or in any related document or and the accuracy of any such warranty or representation prior to the Owner Trustee’s receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Trust or the Servicer; or any action by the Owner Trustee taken at the instruction of the AdministratorCertificateholders, provided, however, that the Indenture foregoing shall not relieve the Owner Trustee of its obligation to perform its duties under this Agreement. The Owner Trustee shall not be accountable for the use or application by the Issuer of any of the Certificates or of the proceeds of such Certificates, of any of the Notes or of the proceeds of such Notes, or for the use or application of any funds paid to the Servicer or any subservicer taken in the name respect of the Owner TrusteeCertificates.