Common use of The Owner Trustee’s and the Delaware Trustee’s Compensation Clause in Contracts

The Owner Trustee’s and the Delaware Trustee’s Compensation. The Depositor shall cause the Servicer to pay to The Bank of New York Mellon and BNY Mellon Trust of Delaware pursuant to Section 3.12 of the Servicing Agreement from time to time compensation for all services rendered by the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee, as the case may be, under this Agreement pursuant to (i) a fee letter among the Servicer, the Owner Trustee and the Certificate Paying Agent and (ii) a fee letter between the Servicer and the Delaware Trustee (which compensation, in each case, shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust); provided, however, that such fee letter with respect to the Owner Trustee may be amended from time to time after the date hereof to provide for the Owner Trustee’s role as Computation Agent and as agreed to by the Servicer and the Owner Trustee. The Servicer, pursuant to Section 3.12 of the Servicing Agreement and the fee letters described in the preceding sentence, shall reimburse the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee upon their request for all reasonable expenses, disbursements and advances incurred or made by the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee, as applicable, in accordance with any provision of this Agreement (including the reasonable compensation, expenses and disbursements of such agents, experts and counsel as the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee may employ in connection with the exercise and performance of their rights and its duties hereunder), except any such expense as may be attributable to their willful misconduct, negligence (other than an error in judgment) or bad faith. To the extent not paid by the Servicer, such fees and reasonable expenses shall be paid in accordance with Sections 8.5 or 5.4(b) of the Indenture, as applicable.

The Owner Trustee’s and the Delaware Trustee’s Compensation. The Depositor shall cause the Servicer to pay to The Bank of New York Mellon and BNY Mellon Trust of Delaware [ ] pursuant to Section 3.12 of the Servicing Agreement from time to time compensation for all services rendered by the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee, as the case may be, under this Agreement pursuant to (i) a fee letter among the Servicer, the Owner Trustee and the Certificate Paying Agent and (ii) a fee letter between the Servicer and the Delaware Trustee (which compensation, in each case, shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust); provided, however, that such fee letter with respect to the Owner Trustee may be amended from time to time after the date hereof to provide for the Owner Trustee’s role as Computation Agent and as agreed to by the Servicer and the Owner Trustee. The Servicer, pursuant to Section 3.12 of the Servicing Agreement and the fee letters described in the preceding sentence, shall reimburse the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee upon their request for all reasonable expenses, disbursements and advances incurred or made by the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee, as applicable, in accordance with any provision of this Agreement (including the reasonable compensation, expenses and disbursements of such agents, experts and counsel as the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee may employ in connection with the exercise and performance of their rights and its duties hereunder), except any such expense as may be attributable to their willful misconduct, negligence (other than an error in judgment) or bad faith. To the extent not paid by the Servicer, such fees and reasonable expenses shall be paid in accordance with Sections 8.5 or 5.4(b) of the Indenture, as applicable.

The Owner Trustee’s and the Delaware Trustee’s Compensation. The Depositor shall cause the Servicer to pay to The Bank of New York Mellon and BNY Mellon Trust of Delaware [____________] pursuant to Section 3.12 of the Servicing Agreement from time to time compensation for all services rendered by the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee, as the case may be, under this Agreement pursuant to (i) a fee letter among the Servicer, the Owner Trustee and the Certificate Paying Agent and (ii) a fee letter between the Servicer and the Delaware Trustee (which compensation, in each case, shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust); provided, however, that such fee letter with respect to the Owner Trustee may be amended from time to time after the date hereof to provide for the Owner Trustee’s role as Computation Agent and as agreed to by the Servicer and the Owner Trustee. The Servicer, pursuant to Section 3.12 of the Servicing Agreement and the fee letters described in the preceding sentence, shall reimburse the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee upon their request for all reasonable expenses, disbursements and advances incurred or made by the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee, as applicable, in accordance with any provision of this Agreement (including the reasonable compensation, expenses and disbursements of such agents, experts and counsel as the Owner Trustee, the Certificate Paying Agent and the Delaware Trustee may employ in connection with the exercise and performance of their rights and its duties hereunder), except any such expense as may be attributable to their willful misconduct, negligence (other than an error in judgment) or bad faith. To the extent not paid by the Servicer, such fees and reasonable expenses shall be paid in accordance with Sections 8.5 or 5.4(b) of the Indenture, as applicable.