Common use of Appointment of Paying Agent Clause in Contracts

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee hereby appoints the Indenture Trustee as Paying Agent under this Agreement. The Owner Trustee hereby appoints the Paying Agent to establish and maintain the Certificate Distribution Account. The Paying Agent shall make distributions to the Certificateholders Residual Interestholders from the Certificate Distribution Account pursuant to Section 5.2 hereof and Section 5.02 of the Sale and Servicing Agreement and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying AgentAgent hereunder, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Owners in trust for the benefit of the Certificateholders Residual Interestholders entitled thereto until such sums shall be paid to such CertificateholdersOwners. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.4 and 8.1 and 8.2 shall apply to the Owner Indenture Trustee also in its role as Paying Agent, for so long as the Owner Indenture Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. Notwithstanding anything herein to the contrary, the Paying Agent shall be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement. If the Paying Agent ceases to be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, the Paying Agent shall resign and the Owner Trustee shall assume the duties and obligations of the Paying Agent hereunder and under the Sale and Servicing Agreement.

Appointment of Paying Agent. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions Distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Property Trustee, and any co-Paying Agent paying agent chosen by the Owner Property Trustee, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ days written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Property Trustee shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee and the Depositor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.1801, 7.3, 7.4, 7.8, 8.1 803 and 8.2 806 shall apply to the Owner Property Trustee also in its role as Paying Agent, for so long as the Owner Property Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee or the Depositor may revoke such power and remove the Paying Agent if the Owner Trustee or the Depositor determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas the Administrator (who is hereby appointed as Paying Agent), and any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee. The Paying Agent Administrator shall be permitted to resign as Paying Agent upon 30 [ ] days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Administrator shall no longer be the Paying Agent, the Owner Trustee Depositor shall promptly appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Depositor shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Depositor to execute and deliver to the Owner Trustee and the Depositor an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its if it is acting the role as of Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to aboveDistributions. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect; provided that such revocation and removal with respect to the sole Paying Agent shall not become effective until the appointment of a successor. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Bank, and any co-Paying Agent paying agent chosen by the Owner TrusteeBank, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Trustee Bank shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee (in the case of a Paying Agent other than the Bank) and the Depositor to act as Paying Agent (which shall be a bank or trust companycompany meeting the eligibility requirements set forth in Section 6.9 of the Junior Indenture); provided that such resignation with respect to the sole Paying Agent shall not become effective until the appointment of a successor. The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 herein shall apply to the Owner Trustee Bank also in its role as Paying Agent, for so long as the Owner Trustee Bank shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner TrusteeIndenture. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee Trustee, at the direction of the Majority Certificateholders, may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion Majority Certificateholders determine that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerOwner Trustee and the Depositor. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerDepositor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written instruction from the Depositor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerTrustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Indenture Trustee shall no longer not be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent (other than the Indenture Trustee or the Trustee as Paying Agent) shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.4 and 8.1 and 8.2 shall apply to the Owner Indenture Trustee also in its role as or Trustee to the extent the Indenture Trustee or Trustee is a Paying Agent, for so long as the Owner Indenture Trustee or Trustee, as applicable, shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas [___________], and any co-Paying Agent paying agent chosen by the Owner Trustee, [___________] and acceptable to the ServicerOwner Trustee. The Paying Agent [ ] shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee [___________] shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Chemical Bank, and any co-Paying Agent paying agent chosen by the Owner TrusteeChemical Bank, and acceptable to the ServicerOwner Trustee. The Paying Agent Chemical Bank shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee If Chemical Bank shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment distribution to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.46.7, 7.8, 8.1 6.8 and 8.2 6.9 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas _______________, and any co-Paying Agent paying agent chosen by the Owner Trustee, _____________ and acceptable to the ServicerOwner Trustee. The Paying Agent _______________ shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee _______________ shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the ServicerServicer and the Security Insurer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent unless the context requires otherwise.

Appointment of Paying Agent. (a) The Paying Agent shall make distributions to the Investor Certificateholders from the Certificate Distribution Account appropriate account or accounts maintained for the benefit of Certificateholders as specified in the related Supplement for any Series pursuant to Section 5.2 Articles IV and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner TrusteeV hereof. Any Paying Agent shall have the ----------- - revocable power to withdraw funds from the Certificate Distribution Account such appropriate account or accounts for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent Agent, if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respectrespect or for other than good cause. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be Deutsche Bank Bankers Trust Company. Bankers Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and Servicer effective only upon the Servicerappointment of another Paying Agent. In the event that the Owner Trustee Bankers Trust Company shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Collection Account or such other Series Account established pursuant to the Supplement with respect to any Series in the manner provided in the related Supplement and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner TrusteeCollection Account or such other account established pursuant to the Supplement with respect to any Series in the manner provided in the related Supplement. The provisions of Sections 7.111.1, 7.3, 7.4, 7.8, 8.1 and 8.2 11.2 11.3 shall apply to the Owner Trustee also in its ------------- ---- ---- role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Seller shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Owner Trustee hereby appoints The Bank of New York to act as Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner TrusteeAgent, and acceptable The Bank of New York hereby accepts such appointment. As Paying Agent, The Bank of New York hereby agrees to hold all sums, if any, held by it for payment to the ServicerCertificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent Bank of New York shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee The Bank of New York shall no longer be the Paying Agent, the Depositor, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to The Bank of New York in its role of Paying Agent and Certificate Registrar, for so long as The Bank of New York shall act as Paying Agent and Certificate Registrar, to the Owner Trustee, if the Owner Trustee also in its role is appointed to act as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Certificateholder from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying agent chosen by the Owner Trustee, Paying Agent and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and the ServicerDepositor. In the event that the Owner Trustee U.S. Bank Trust National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Certificateholder in trust for the benefit of the Certificateholders entitled thereto Certificateholder until such sums shall be paid to such Certificateholdersthe Certificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent andAgent, and to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Bank, and any co-Paying Agent paying agent chosen by the Owner TrusteeBank, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Trustee Bank shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor to act as Paying Agent (which shall be a bank or trust company)company that is acceptable to the Property Trustee and the Depositor) to act as Paying Agent. The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 herein shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent appointed hereunder and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Property Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee Depositor may revoke such power remove and remove replace the Paying Agent if the Owner Trustee Depositor determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and the Bank. The Paying Agent may choose any co-Paying Agent chosen by the Owner Trustee, and paying agent that is acceptable to the ServicerProperty Trustee and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Property Trustee and the ServicerDepositor. In the event that the Owner Trustee Bank shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Depositor shall appoint a successor that is acceptable to the Property Trustee to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Depositor shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Depositor to execute and deliver to the Owner Property Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Property Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 herein shall apply to the Owner Trustee Bank also in its role as Paying Agent, for so long as the Owner Trustee Bank shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Certificateholder from the Certificate Distribution Account pursuant to Section 5.2 5.01(b) and shall report the amounts of such distributions to the Owner Trustee in writingTrustee. The Paying Agent initially shall be Citibank, unless N.A. and any co-paying agent chosen by the Paying Agent that is acceptable to the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Citibank, N.A. shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Certificateholder in trust for the benefit of the Certificateholders Certificateholder entitled thereto until such sums shall be have been paid to such Certificateholdersthe Certificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Further, the rights, protections and immunities granted to the Indenture Trustee under the Indenture shall inure to the benefit of Citibank, N.A. acting as Paying Agent xxxxxxxxx. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Certificateholder from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas , and any co-Paying Agent paying agent chosen by the Owner Trustee, Paying Agent and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and the ServicerDepositor. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Certificateholder in trust for the benefit of the Certificateholders entitled thereto Certificateholder until such sums shall be paid to such Certificateholdersthe Certificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee or any affiliate thereof also in its role as Paying Agent, Agent or Certificate Registrar for so long as the Owner Trustee or any affiliate thereof shall act as Paying Agent andor Certificate Registrar, and to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. In the event that the Preferred Securities are not in book-entry form only, the Trust shall maintain in the Borough of Manhattan, City of New York, an office or agency (the "Paying Agent") where the Preferred Securities may be presented for payment. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions Distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Property Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, Property Trustee and acceptable to the ServicerAdministrative Trustees and the Sponsor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Property Trustee and the ServicerSponsor. In the event that the Owner Property Trustee shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee and the Sponsor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such Each successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that Trustees that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such Certificateholderseach Securityholder. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 shall apply to the Owner Property Trustee also in its role as Paying Agent, for so long as the Owner Property Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee, on behalf of the Trust, hereby appoints the Trust Agent as Paying Agent under this Agreement. The Paying Agent shall make distributions to the Certificateholders Holders from the Certificate Distribution Account pursuant to Section 5.2 5.02 hereof and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee on behalf of the Trust may revoke such power and remove the Paying Agent if the Owner Trustee determines is directed in its sole discretion that the Paying Agent shall have failed writing to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen do so by the Owner Trustee, and acceptable to the ServicerAdministrator. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrust. In the event that the Owner Trustee Trust Agent shall no longer be the Paying Agent, the Owner Trustee Administrator shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Administrator shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee Trust an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that Trust that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Holders in trust for the benefit of the Certificateholders Holders entitled thereto until such sums shall be paid to such CertificateholdersHolders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trust and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner TrusteeTrust. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee Trust Agent also in its role as Paying Agent, for so long as the Owner Trustee Trust Agent shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. Notwithstanding anything herein to the contrary, the Trust Agent and the Paying Agent shall be the same entity as the Indenture Trustee under the Indenture and the Sale and Assignment Agreement.

Appointment of Paying Agent. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions Distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Administrative Trustees determine in its their sole discretion that it would be in the best interests of the Trust or that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Property Trustee, and any co-Paying Agent paying agent chosen by the Owner Property Trustee, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Property Trustee shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee and the Depositor to act as Paying Agent (which shall be a bank or trust company)Agent. The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.2, 7.3, 7.4, 7.8, 8.1 8.4 and 8.2 8.7 hereof shall apply to the Owner Property Trustee also in its role as Paying Agent, for so long as the Owner Property Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Trustee may appoint a Paying Agent shall make distributions to (which may be the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account ) for the purpose of making the distributions referred to aboveCertificateholders hereunder. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by (if other than the Owner Trustee Trustee) to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, sums held by it for the payment to the Certificateholders in an Eligible Account in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such the Certificateholders. The Paying Agent shall return all unclaimed All funds remitted by the Trustee to the Owner Trustee and upon removal of a Paying Agent any such Paying Agent for the purpose of making distributions shall also return all funds in its possession be paid to Certificateholders on each Distribution Date and any amounts not so paid shall be returned on such Distribution Date to the Owner Trustee. The provisions of Sections 7.1If the Paying Agent is not the Trustee, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, cause to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement be remitted to the Paying Agent shall include any co-on or before the Business Day prior to each Distribution Date, by wire transfer in immediately available funds, the funds to be distributed on such Distribution Date. Any Paying Agent shall be either a bank or trust company or otherwise authorized under law to exercise corporate trust powers. In addition, the Paying Agent (if other than the Trustee) (i) may not be an originator of Mortgage Loans, the Master Servicer, a Servicer, the Depositor or an affiliate of the Depositor unless the context requires otherwisePaying Agent is in an institutional trust department of the Paying Agent, (ii) must be authorized to exercise corporate trust powers under the laws of its jurisdiction of organization and (iii) must be rated at least “A/F1” by Fitch, if Fitch is a Rating Agency that has rated the Paying Agent, or the equivalent rating by S&P. If no successor Paying Agent shall have been appointed and shall have accepted appointment within 60 days after the Paying Agent ceases to be the Paying Agent pursuant to this Section 3.08, then the Trustee shall perform the duties of the Paying Agent pursuant to this Agreement. The Trustee shall notify the Rating Agencies of any change of Paying Agent.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Trust hereby appoints U.S. Bank Trust Company Americas and any co-National Association as Paying Agent chosen by the Owner Trustee, and acceptable to the ServicerAgent. The Paying Agent U.S. Bank Trust National Association shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee U.S. Bank Trust National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.4 and 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustee(s). Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee Administrative Trustee(s) may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Bank, and any co-Paying Agent paying agent chosen by the Owner TrusteeBank, and acceptable to the ServicerAdministrative Trustee(s) and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Administrative Trustee(s), the Property Trustee and the ServicerDepositor. In the event that the Owner Trustee Bank shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustee(s) shall appoint a successor that is acceptable to the Property Trustee and the Depositor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Administrative Trustee(s) shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustee(s) to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 herein shall apply to the Owner Trustee Bank also in its role as Paying Agent, for so long as the Owner Trustee Bank shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2016-B Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may appoint and may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Owner Trustee hereby appoints JPMorgan Chase Bank as the initial Paying Agent shall initially be Deutsche Bank Trust Company Americas and appoints as co-paying agent any co-Paying Agent paying agent chosen by the Owner Trustee, Paying Agent and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall no longer be If the Paying AgentAgent shall resign or be removed, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment distribution to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trust and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner TrusteeTrust. The provisions of Sections 7.16.3, 7.36.6, 7.46.7, 7.86.8 and 6.9 shall apply, 8.1 and 8.2 shall apply mutatis mutandis, to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Owner Trustee and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent Owner Trustee shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ ' written notice to the Owner Trustee and the ServicerDepositor. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written instructions from the Depositor and with the consent of the Insurer, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause direct such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.3 and 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Wilmington Trust, National Association, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Indenture Trustee and, if the Paying Agent is not the Owner Trustee and Trustee, to the ServicerOwner Trustee. In the event that the Owner Trustee Wilmington Trust, National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co11 (NALT 2017-Paying Agent unless the context requires otherwise.B Amended and Restated Trust Agreement)

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Indenture Trustee and, if the Paying Agent is not the Owner Trustee and Trustee, to the ServicerOwner Trustee. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long 9 (Nissan 2015-C Amended & Restated Trust Agreement) as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to 11 (NAROT 2018-C Amended & Restated Trust Agreement) the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such 11 (NALT 2018-A Amended and Restated Trust Agreement) sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Sections 5.02 and 5.03 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Owner Trustee initially appoints JPMorgan Chase Bank as the Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerOwner Trustee. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee JPMorgan Chase Bank shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Transferor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2018-A Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Indenture Trustee and, if the Paying Agent is not the Owner Trustee and Trustee, to the ServicerOwner Trustee. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long 9 (Nissan 2015-B Amended & Restated Trust Agreement) as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless and the Paying Agent Servicer; provided that no such reports shall be required so long as the Seller is the Owner Trusteesole Certificateholder. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner TrusteeJPMorgan Chase Bank, and acceptable to the Servicer. The Paying Agent N.A. JPMorgan Chase Bank, N.A. shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee If JPMorgan Chase Bank, N.A. shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment distribution to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.4, 7.8, 8.1 6.7 and 8.2 6.9 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2018-B Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The rights, privileges, protections and indemnities afforded to the Indenture Trustee under the Indenture shall apply equally to the Indenture Trustee in its role as Paying Agent. Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas The Chase Manhattan Bank, and any co-Paying Agent paying agent chosen by the Owner Trustee, Trustee and Certificate Registrar and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ ' written notice to the Owner Trustee and the Servicer. In the event that the Owner Trustee The Chase Manhattan Bank shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 Articles VII and 8.2 VIII shall apply to the Owner Trustee The Chase Manhattan Bank also in its role roles as Paying Agent, for so long as Authenticating Agent and Certificate Registrar and in any other capacities under the Owner Trustee shall act as Paying Agent Basic Documents and, to the extent applicable, to any other Paying Agent paying agent or certificate registrar appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche The Bank Trust Company Americas of New York, and any co-Paying Agent paying agent chosen by The Bank of New York or the Owner Trustee, and acceptable to the ServicerDepositor. The Paying Agent Bank of New York shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee The Bank of New York shall no longer be the Paying Agent, the Depositor, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions Distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the American Stock Transfer, and any co-Paying Agent paying agent chosen by the Owner Property Trustee, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 90 days’ written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Trustee American Stock Transfer shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee and the Depositor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.1801, 7.3, 7.4, 7.8, 8.1 803 and 8.2 806 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or 11 (NALT 2019-B Amended and Restated Trust Agreement) additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas Company, National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank Trust Company, National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank Trust Company, National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank Trust Company, National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.. 11 (NAROT 2023-B Amended & Restated Trust Agreement)

Appointment of Paying Agent. The Except as otherwise provided in Section 5.2, the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless and the Paying Agent is the Owner TrusteeServicer. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines is directed by the Administrator in its sole discretion writing that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerAdministrator. The Paying Agent Indenture Trustee shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ written notice to the Owner Trustee and Administrator. If the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written direction from the Administrator, shall appoint a successor to act as Paying Agent (which shall be a bank bank, insurance company or trust company). The Owner Trustee Administrator shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.4, 7.8, 8.1 6.7 and 8.2 6.9 shall apply to the Owner Indenture Trustee also in its role as Paying Agent, Agent or Certificate Registrar for so long as the Owner Indenture Trustee shall act as Paying Agent or Certificate Registrar and, to the extent applicable, shall also apply to any other paying agent, certificate registrar or authenticating agent appointed hereunder. The rights, CRVNA 2022-P3 Trust Agreement protections, indemnities and immunities of the Indenture Trustee under the Indenture and the Servicing Agreement shall apply to the Indenture Trustee in its roles as Paying Agent and Certificate Registrar for so long as the Indenture Trustee shall act as Paying Agent or Certificate Registrar and, to the extent applicable, shall also apply to any other paying agent, certificate registrar or authenticating agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent (a) A paying agent (the "PAYING AGENT") shall make distributions to the Investor Certificateholders from the Certificate Distribution Account appropriate account or accounts maintained for the benefit of Certificateholders as specified in the related Supplement for any Series pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner TrusteeARTICLE IV hereof. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account such appropriate account or accounts for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines Agent, in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respectdiscretion. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Person acting as the Trustee, and acceptable to the Servicer. The Paying Agent Trustee shall be permitted to resign as Paying Agent upon 30 days’ thirty (30) days written notice to the Owner Trustee Servicer and Sellers' Representative effective only upon the Servicerappointment of another Paying Agent. In the event that the Owner Trustee shall no longer cease to be the Paying Agent, the Owner Trustee Cumulative Required Investor Certificateholders shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Collection Account or such other Series Account established pursuant to the Supplement with respect to any Series at the times and in the manner provided in the related Supplement and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner TrusteeCollection Account or such other account established pursuant to the Supplement with respect to any Series at the times and in the manner provided in the related Supplement. The provisions of Sections 7.1SECTIONS 8.1, 7.3, 7.4, 7.8, 8.1 8.2 and 8.2 8.3 below shall apply to the Owner Trustee also in its role roles as Paying Agent, Agent and Transfer Agent and Registrar for so long as the Owner Trustee shall act as Paying Agent or Transfer Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02(a) and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Xxxxxx Trust Company Americas and Savings Bank, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerOwner Trustee. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Xxxxxx Trust and Savings Bank shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee hereby appoints the Indenture Trustee as Paying Agent under this Agreement. The Owner Trustee hereby appoints the Paying Agent to establish and maintain the Certificate Distribution Account. The Paying Agent shall make distributions to the Certificateholders Residual Interestholders from the Certificate Distribution Account pursuant to Section 5.2 hereof and Section 5.02 of the Sale and Servicing Agreement and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying AgentAgent hereunder, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company)) acceptable to the Securities Insurer. The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Owners in trust for the benefit of the Certificateholders Residual Interestholders entitled thereto until such sums shall be paid to such CertificateholdersOwners. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.4 and 8.1 and 8.2 shall apply to the Owner Indenture Trustee also in its role as Paying Agent, for so long as the Owner Indenture Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. Notwithstanding anything herein to the contrary, the Paying Agent shall be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, unless the Securities Insurer consents to a different Paying Agent or a Securities Insurer Default has occurred and is continuing. Notwithstanding any other provision, if a Securities Insurer Default occurs, then the Securities Insurer's consent or direction is not required. If the Paying Agent ceases to be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, then, unless the Securities Insurer otherwise consents, the Paying Agent shall resign and the Owner Trustee shall assume the duties and obligations of the Paying Agent hereunder and under the Sale and Servicing Agreement.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any (NALT 2011-B Amended and Restated Trust Agreement) additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2012-A Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.. (NALT 2013-B Amended and Restated Trust Agreement)

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas the Administrator (who is hereby appointed as Paying Agent), and any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee. The Paying Agent Administrator shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Administrator shall no longer be the Paying Agent, the Owner Trustee shall promptly appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution amounts distributable thereto under Section 5.06 Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Owner Trustee and any co-Paying Agent paying agent chosen by the Owner Trustee, Trustee and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and or, if the ServicerPaying Agent is also the Owner Trustee, to the Indenture Trustee. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). By executing this Agreement, the Owner Trustee hereby agrees in its capacity as Paying Agent to hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders until such sums are paid to the Certificateholders. The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such CertificateholdersCertificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.87.05, 8.1 7.06, 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to aboveDistributions. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect; provided that such revocation and removal with respect to the sole Paying Agent shall not become effective until the appointment of a successor. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Bank, and any co-Paying Agent paying agent chosen by the Owner TrusteeBank, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Trustee Bank shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee (in the case of a Paying Agent other than the Bank) and the Depositor to act as Paying Agent (which shall be a bank or trust companycompany meeting the eligibility requirements set forth in Section 6.9 of the Junior Indenture); provided that such resignation with respect to the sole Paying Agent shall not become effective until the appointment of a successor. The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 herein shall apply to the Owner Trustee Bank also in its role as Paying Agent, for so long as the Owner Trustee Bank shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Owner Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Indenture Trustee and, if the Paying Agent is not the Owner Trustee and Trustee, to the ServicerOwner Trustee. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Certificateholder from the Certificate Distribution Account pursuant to Section 5.2 5.01(b) and shall report the amounts of such distributions to the Owner Trustee in writingTrustee. The Paying Agent initially shall be Citibank, unless N.A. and any co-paying agent chosen by the Paying Agent that is acceptable to the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Citibank, N.A. shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Certificateholder in trust for the benefit of the Certificateholders Certificateholder entitled thereto until such sums shall be have been paid to such Certificateholdersthe Certificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Further, the rights, protections and immunities granted to the Indenture Trustee under the Indenture shall inure to the benefit of Citibank, N.A. acting as Paying Agent hxxxxxxxx. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2021-A Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The rights, privileges, protections and indemnities afforded to the Indenture Trustee under the Indenture shall apply equally to the Indenture Trustee in its role as Paying Agent and Certificate Registrar hereunder. Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas _______________, and any co-Paying Agent paying agent chosen by the Owner Trustee, _______________ and acceptable to the ServicerOwner Trustee. The Paying Agent _______________ shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee _______________ shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Wilmington Trust, National Association, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Indenture Trustee and, if the Paying Agent is not the Owner Trustee and Trustee, to the ServicerOwner Trustee. In the event that the Owner Trustee Wilmington Trust, National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall 8 (Nissan 2012-B Amended & Restated Trust Agreement) return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee hereby appoints the Co-Owner Trustee as Paying Agent under this Agreement. The Paying Agent shall make distributions to the Certificateholders Residual Interestholders from the Certificate Distribution Account pursuant to Section 5.2 5.3 hereof and Section 5.1 of the Sale and Servicing Agreement and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Co-Owner Trustee shall no longer be the Paying AgentAgent hereunder, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Owners in trust for the benefit of the Certificateholders Residual Interestholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections Section 7.1, Section 7.3, 7.4, 7.8, Section 7.4 and Section 8.1 and 8.2 shall apply to the Co-Owner Trustee also in its role as Paying Agent, for so long as the Co-Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. Notwithstanding anything herein to the contrary, the Co-Owner Trustee and the Paying Agent shall be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement. If the Co-Owner Trustee and the Paying Agent cease to be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, the Co-Owner Trustee and the Paying Agent shall resign and the Owner Trustee shall assume the duties and obligations of the Co-Owner Trustee and the Paying Agent hereunder and under the Sale and Servicing Agreement.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas the Owner Trustee or, as provided in the Sale and any co-Servicing Agreement, the Securities Administrator. As Paying Agent, the Owner Trustee shall hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. Any Paying Agent chosen by other than the Owner Trustee, and acceptable to the Servicer. The Paying Agent Trustee shall be permitted to resign as Paying Agent upon 30 days’ ' prior written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon resignation or removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as of Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee shall act as Paying Agent and Certificate Registrar and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank Trust Company, National Association. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 thirty (30) days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto 11 (NALT 2023-B Amended and Restated Trust Agreement) until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Wilmington Trust, National Association, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Indenture Trustee and, if the Paying Agent is not the Owner Trustee and Trustee, to the ServicerOwner Trustee. In the event that the Owner Trustee Wilmington Trust, National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall 8 (Nissan 2013-A Amended & Restated Trust Agreement) Table of Contents return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such 11 (NAROT 2020-B Amended & Restated Trust Agreement) successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account amounts distributable thereto under Section 5.06 of the Sale and Servicing Agreement pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Owner Trustee and any co-Paying Agent paying agent chosen by the Owner Trustee, Trustee and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and or, if the ServicerPaying Agent is also the Owner Trustee, to the Indenture Trustee. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). By executing this Agreement, the Owner Trustee hereby agrees in its capacity as Paying Agent to hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders until such sums are paid to the Certificateholders. The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such CertificateholdersCertificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.04, 7.37.01, 7.47.03, 7.87.04, 8.1 7.05, 7.06, 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee shall act as Paying Agent and Certificate Xxxxxxxxx and, to the extent applicable, to any other Paying Agent paying agent or certificate registrar appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless and the Paying Agent Servicer; provided that no such reports shall be required so long as the Seller is the Owner Trusteesole Certificateholder. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer____________________. The Paying Agent _____________________ shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee If _______________________ shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment distribution to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.4, 7.8, 8.1 6.7 and 8.2 6.9 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall be the --------------------------- Trustee or shall (i) have a rating by Moody's of at least P-1 or satisfy the Rating Agency Condition and (ii) have a rating by Standard & Poor's of at least A-1 or satisfy the Rating Agency Condition and (iii) be approved by the Servicer, and shall be a depositary institution organized under the laws of the United States or any one of the states thereof, including the District of Columbia. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to and Series Accounts as contemplated by Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee5.01. Any ------------ Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the any Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee Trustee, the Servicer and the Servicer. In the event Transferor; provided, however, that the Owner Trustee such resignation shall no longer -------- ------- not be effective and the Paying AgentAgent shall continue to perform its duties until the Trustee has appointed, the Owner Trustee shall appoint and such appointment has been accepted by, a successor to act as Paying Agent (which shall be a bank or trust company)Agent. The Owner Trustee shall cause such the resigning Paying Agent and each successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such resigning or successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such resigning or successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.111.01, 7.3, 7.4, 7.8, 8.1 11.02 and 8.2 11.03 shall apply to the Owner Trustee also -------------- ----- ----- Paying Agent in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Sections 5.02 and 5.03 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Owner Trustee initially appoints [________________] as the Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerOwner Trustee. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee [________________] shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Payment Account pursuant to Section 5.2 Table of Contents and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee and any co-Paying Agent paying agent chosen by the Owner Indenture Trustee, and acceptable to the Servicer. The Paying Agent Indenture Trustee shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ written notice to the Owner Trustee Depositor and the ServicerOwner Trustee. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written instructions from the Depositor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause direct such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Trust Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account amounts distributable thereto under Section 8.03 of the Indenture pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas Owner Trustee and any co-Paying Agent paying agent chosen by the Owner Trustee, Trustee and acceptable to the ServicerOwner Trustee. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Trustee and or, if the ServicerPaying Agent is also the Owner Trustee, to the Indenture Trustee. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). By executing this Agreement, the Owner Trustee hereby agrees in its capacity as Paying Agent to hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders until such sums are paid to the Certificateholders. The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such CertificateholdersCertificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.04, 7.37.01, 7.47.03, 7.87.04, 8.1 7.05, 7.06, 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee shall act as Paying Agent and Certificate Registrar and, to the extent applicable, to any other Paying Agent paying agent or certificate registrar appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Sections 5.02 and 5.03 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Owner Trustee initially appoints U.S. Bank Trust National Association as the Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerOwner Trustee. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee U.S. Bank Trust National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying 11 (NALT 2020-A Amended and Restated Trust Agreement) Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying 11 (NAROT 2019-A Amended & Restated Trust Agreement) agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas Company, National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank Trust Company, National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to 11 (NAROT 2022-B Amended & Restated Trust Agreement) such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank Trust Company, National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank Trust Company, National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.05 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas _______________, and any co-Paying Agent paying agent chosen by the Owner Trustee, _______________ and acceptable to the ServicerOwner Trustee. The Paying Agent _______________ shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee _______________ shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2020-B Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The rights, privileges, protections and indemnities afforded to the Indenture Trustee under the Indenture shall apply equally to the Indenture Trustee in its role as Paying Agent and Certificate Registrar hereunder. Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Sections 5.02 and 5.03 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall Owner Trustee initially be appoints Deutsche Bank Trust Company Americas as the Paying Agent and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerOwner Trustee. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Deutsche Bank Trust Company Americas shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.47.04, 7.8, 8.1 8.01 and 8.2 8.02 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee hereby appoints the Indenture Trustee as Paying Agent under this Agreement. The Paying Agent shall make distributions to the Certificateholders Transferor from the Certificate Distribution Collection Account pursuant to Section 5.2 hereof and Section 5.01 of the Sale and Servicing Agreement and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying AgentAgent hereunder, the Owner Trustee shall shall, pursuant to the direction of the Depositor, appoint a successor to act as Paying Agent (which (x) shall at all times be a bank corporation duly incorporated and validly existing under the laws of the United States of America or any state thereof, authorized under such laws to exercise corporate trust companypowers and subject to supervision or examination by federal or state authorities and (y) shall not be entitled to compensation from the Trust Estate). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Transferor in trust for the benefit of the Certificateholders entitled thereto Transferor until such sums shall be paid to such Certificateholdersthe Transferor. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Mellon Bank Trust Company Americas (DE), National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeMellon Bank (DE), National Association and acceptable to the ServicerOwner Trustee. The Paying Agent Mellon Bank (DE), National Association shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee Mellon Bank (DE), National Association shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee and the Security Insurer an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 7.4 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee hereby appoints the Indenture Trustee as Paying Agent under this Agreement. The Owner Trustee hereby appoints the Paying Agent to establish and maintain the Certificate Distribution Account. The Paying Agent shall make distributions to the Certificateholders Residual Interestholders from the Certificate Distribution Account pursuant to Section 5.2 hereof and Section 5.02 of the Sale and Servicing Agreement and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying AgentAgent hereunder, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company)) acceptable to the Securities Insurer. The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Owners in trust for the benefit of the Certificateholders Residual Interestholders entitled thereto until such sums shall be paid to such CertificateholdersOwners. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.4 and 8.1 and 8.2 shall apply to the Owner Indenture Trustee also in its role as Paying Agent, for so long as the Owner Indenture Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. Notwithstanding anything herein to the contrary, the Paying Agent shall be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, [unless the Securities Insurer consents to a different Paying Agent or a Securities Insurer Default has occurred and is continuing.] [Notwithstanding any other provision, if a Securities Insurer Default occurs, then the Securities Insurer's consent or direction is not required.] If the Paying Agent ceases to be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, then, unless the Securities Insurer otherwise consents, the Paying Agent shall resign and the Owner Trustee shall assume the duties and obligations of the Paying Agent hereunder and under the Sale and Servicing Agreement.

Appointment of Paying Agent. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions Distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Property Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, Property Trustee and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Property Trustee shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee and the Depositor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.1, 7.3, 7.4, 7.8, 8.1 8.3 and 8.2 8.6 herein shall apply to the Owner Property Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent unless the context requires otherwise.Paying

Appointment of Paying Agent. The Paying Agent shall make distributions Distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions Distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions Distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Administrative Trustees determine in its their sole discretion that it would be in the best interests of the Trust or that the Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Property Trustee, and any co-Paying Agent paying agent chosen by the Owner Property Trustee, and acceptable to the ServicerAdministrative Trustees and the Depositor. The Any Person acting as Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Owner Administrative Trustees, the Property Trustee and the ServicerDepositor. In the event that the Owner Property Trustee shall no longer be the Paying AgentAgent or a successor Paying Agent shall resign or its authority to act be revoked, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Property Trustee and the Depositor to act as Paying Agent (which shall be a bank or trust company)Agent. The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.2, 7.3, 7.4, 7.8, 8.1 8.4 and 8.2 8.7 hereof shall apply to the Owner Property Trustee also in its role as Paying Agent, for so long as the Owner Property Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying 11 (NAROT 2019-C Amended & Restated Trust Agreement) agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.. (NALT 2010-B Amended and Restated Trust Agreement)

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Securityholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Property Trustee in writing, unless and the Paying Agent is the Owner TrusteeAdministrative Trustees. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee Administrative Trustees may revoke such power and remove the Paying Agent if the Owner Trustee determines such Trustees determine in its their sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Property Trustee, and it may choose any co-Paying Agent chosen by the Owner Trustee, and paying agent that is acceptable to the ServicerAdministrative Trustees and the Depositor. The Paying Agent Property Trustee shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee Administrative Trustees and the ServicerDepositor. In the event that the Owner Property Trustee shall no longer be the Paying Agent, the Owner Trustee Administrative Trustees shall appoint a successor that is acceptable to the Depositor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee Administrative Trustees shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrative Trustees to execute and deliver to the Owner Trustee Trustees an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee Trustees that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Securityholders in trust for the benefit of the Certificateholders Securityholders entitled thereto until such sums shall be paid to such CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Owner Property Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Property Trustee. The provisions of Sections 7.18.01, 7.3, 7.4, 7.8, 8.1 8.03 and 8.2 8.06 shall apply to the Owner Property Trustee also in its role as Paying Agent, for so long as the Owner Property Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except as otherwise provided in Section 5.2, the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless and the Paying Agent is the Owner TrusteeServicer. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines is directed by the Administrator in its sole discretion writing that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerAdministrator. The Paying Agent Indenture Trustee shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ written notice to the Owner Trustee and Administrator. If the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written direction from the Administrator, shall appoint a successor to act as Paying Agent (which shall be a bank bank, insurance company or trust company). The Owner Trustee Administrator shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.4, 7.8, 8.1 6.7 and 8.2 6.9 shall apply to the Owner Indenture Trustee also in its role as Paying Agent, Agent or Certificate Registrar for so long as the Owner Indenture Trustee shall act as Paying Agent or Certificate Registrar and, to the extent applicable, shall also apply to any other paying agent, certificate registrar or authenticating agent appointed hereunder. The rights, protections, indemnities and immunities of the Indenture Trustee under the Indenture and the Sale and Servicing Agreement shall apply to Indenture Trustee in its roles as Paying Agent and Certificate Registrar for so long as the Indenture Trustee shall act as Paying Agent or Certificate Registrar and, to the extent applicable, shall also apply to any other paying agent, certificate registrar or authenticating agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Payment Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Payment Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Owner Trustee and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent Owner Trustee shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ ' written notice to the Owner Trustee and the ServicerDepositor. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written instructions from the Depositor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause direct such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.3 and 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2021-B Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The rights, privileges, protections and indemnities afforded to the Indenture Trustee under the Indenture shall apply equally to the Indenture Trustee in its role as Paying Agent and Certificate Registrar hereunder. Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless and the Paying Agent Servicer; provided that no such reports shall be required so long as the Seller is the Owner Trusteesole Certificateholder. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer[ ]. The Paying Agent [ ] shall be permitted to resign as Paying Agent upon 30 days’ ' written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee If [ ] shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment distribution to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.4, 7.8, 8.1 6.7 and 8.2 6.9 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or 11 (NALT 2019-A Amended and Restated Trust Agreement) additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Bankers Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the ServicerServicer and the Security Insurer. The Paying Agent shall be permitted to resign upon 30 days’ ' written notice to the Owner Trustee and the Servicer. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2017-A Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect; provided, however, the Owner Trustee shall have no duty to monitor or oversee the compliance by the Paying Agent of its obligations under this Agreement or any other Basic Document. The Paying Agent initially shall initially be Deutsche Bank Trust Company Americas [______________], and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the Servicer[__________________]. The Paying Agent [__________________] shall be permitted to resign as Paying Agent upon 30 days’ days written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee [________________] shall no longer be the Paying Agent, the Depositor, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas National Association, and any co-Paying Agent paying 11 (NAROT 2019-B Amended & Restated Trust Agreement) agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to Certificateholders in accordance with the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 Indenture and shall report the amounts amount of such distributions to the Owner Trustee. For so long as the Indenture Trustee in writing, unless is the Paying Agent is Agent, the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution 2016-A Exchange Note Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent upon direction from the Transferor if the Owner Trustee determines in its sole discretion it is determined that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and Paying Agent that is acceptable to the ServicerTransferor. The Each Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ prior written notice to the Owner Trustee and the ServicerTransferor. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, on behalf of the Issuer, upon receipt of written instruction from the Transferor, shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Issuer to execute and deliver to the Owner Trustee Trustee, on behalf of the Issuer, an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that that, as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and and, upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as If at any time the Owner Trustee shall act as Paying Agent andAgent, the rights, privileges, protections and indemnities afforded to the extent applicable, Owner Trustee hereunder shall apply equally to any other the Owner Trustee in its role as Paying Agent appointed hereunderAgent. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Trust Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 5.02, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Paying Agent initially shall be U.S. Bank. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have has failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any Any co-Paying Agent paying agent chosen by the Owner Trustee, Depositor and acceptable to the ServicerOwner Trustee shall also be a Paying Agent. The Each Paying Agent shall be permitted to may resign upon 30 days’ written notice to the Owner Trustee and the ServicerTrustee. In the event that the Owner Trustee shall a Paying Agent may no longer be the act as Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Trust Certificateholders in trust for the benefit of the Trust Certificateholders entitled thereto until such sums shall be are paid to such the Trust Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.17.01, 7.37.03, 7.4, 7.8, 8.1 7.04 and 8.2 8.01 shall apply to the Owner Trustee also in its role as Paying Agent, for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.. 10 (NALT 2013-A Amended and Restated Trust Agreement)

Appointment of Paying Agent. The Except during any period when the Indenture Trustee is authorized and directed to do so under the Indenture (i.e. prior to the termination of the Indenture and on any Distribution Date on which any Certificates are then held solely by the Administrator or one of its Affiliates), the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Collection Account pursuant to Section 5.2 5.02 and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trusteevia its website. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Collection Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion receives written notice from the Servicer that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche U.S. Bank Trust Company Americas Company, National Association, and any co-Paying Agent paying agent chosen by the Owner TrusteeServicer, and acceptable to the ServicerOwner Trustee and the Certificateholders. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Depositor, the Owner Trustee and the Servicer. In the event that the Owner Trustee U.S. Bank Trust Company, National Association shall no longer be the Paying Agent, the Owner Trustee Servicer shall appoint a successor to act as Paying Agent (which shall be a another bank or trust company), which shall agree to act in accordance with the provisions of this Agreement applicable to it and otherwise acceptable to the Owner Trustee and the Certificateholders, to act as successor Paying Agent under this Agreement. The Owner Trustee Servicer shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Servicer to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to 11 (NAROT 2023-A Amended & Restated Trust Agreement) such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions rights, protections and immunities of Sections 7.1, 7.3, 7.4, 7.8, 8.1 the Indenture Trustee under the Indenture and 8.2 the Sale and Servicing Agreement shall apply to the Owner Trustee U.S. Bank Trust Company, National Association also in its role roles as Paying AgentAgent and Certificate Registrar, for so long as the Owner Trustee U.S. Bank Trust Company, National Association shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunderand Certificate Registrar. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Except as otherwise provided in Section 5.2, the Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 and shall report the amounts of such distributions to the Owner Trustee in writing, unless and the Paying Agent is the Owner TrusteeServicer. Any Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines is directed by the Administrator in its sole discretion writing that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas the Indenture Trustee, and any co-Paying Agent paying agent chosen by the Owner Trustee, and acceptable to the ServicerAdministrator. The Paying Agent Indenture Trustee shall be permitted to resign as Paying Agent upon 30 thirty (30) days’ written notice to the Owner Trustee and Administrator. If the Servicer. In the event that the Owner Indenture Trustee shall no longer be the Paying Agent, the Owner Trustee Trustee, upon receipt of written direction from the Administrator, shall appoint a successor to act as Paying Agent (which shall be a bank bank, insurance company or trust company). The Owner Trustee Administrator shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will shall hold all sums, if any, held by it for payment to the Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Paying Agent such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.16.3, 7.36.6, 7.4, 7.8, 8.1 6.7 and 8.2 6.9 shall apply to the Owner Indenture Trustee also in its role as Paying Agent, Agent or Certificate Registrar for so long as the Owner Indenture Trustee shall act as Paying Agent or Certificate Registrar and, to the extent applicable, shall also apply to any other paying agent, certificate registrar or authenticating agent appointed hereunder. The rights, protections, indemnities and immunities of the Indenture Trustee under the Indenture and the Servicing Agreement shall apply to Indenture Trustee in its roles as Paying Agent and Certificate Registrar for so long as the Indenture Trustee shall act as Paying Agent or Certificate Registrar and, to the extent applicable, shall also apply to any other paying agent, certificate registrar or authenticating agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.

Appointment of Paying Agent. The Owner Trustee hereby appoints the Co-Owner Trustee as Paying Agent under this Agreement. The Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account pursuant to Section 5.2 hereof and Section 5.06 of the Sale and Servicing Agreement and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any The Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Co-Owner Trustee shall no longer be the Paying AgentAgent hereunder, the Owner Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company)) acceptable to [the Securities Insurer]. The Owner Trustee shall cause such successor Paying Agent or any additional Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Owners in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such CertificateholdersOwners. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 7.4 and 8.1 and 8.2 shall apply to the Co-Owner Trustee also in its role as Paying Agent, for so long as the Co-Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent paying agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise. Notwithstanding anything herein to the contrary, the Co-Owner Trustee and the Paying Agent shall be the same entity as the Indenture Trustee under the Indenture and the Sale and Servicing Agreement, unless a Securities Insurer Default has occurred and is continuing. In such event, the Co-Owner Trustee and the Paying Agent shall resign and the Owner Trustee shall assume the duties and obligations of the Co-Owner Trustee and the Paying Agent hereunder and under the Sale and Servicing Agreement. In addition, in such event, the Indenture Trustee shall agree to continue to make claims under the Guaranty Policy on behalf of the Owner Trustee for the benefit of the Certificateholders pursuant to the Sale and Servicing Agreement.

Appointment of Paying Agent. The Paying Agent shall make distributions to the Certificateholders Equity Certificateholder from the Equity Certificate Distribution Account pursuant to Section 5.2 5.2, and shall report the amounts of such distributions to the Owner Trustee in writing, unless the Paying Agent is the Owner Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Equity Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee may revoke such power and remove the Paying Agent if the Owner Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Paying Agent shall initially be Deutsche Bank Trust Company Americas and any co-Paying Agent chosen by the Owner Trustee, and acceptable to the Servicer. The Paying Agent shall be permitted to resign upon 30 days’ written notice to the Owner Trustee and the Servicer. In the event that the Owner Trustee shall no longer be the Paying Agent, the Owner Trustee shall appoint a successor to act as Paying Agent any co-paying agent (which shall be a bank or trust company)) chosen by the Owner Trustee. Any Paying Agent chosen by the Owner Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Owner Trustee. The Owner Trustee shall cause such successor Paying Agent or any additional each Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument in which such successor Paying Agent or additional Paying Agent shall agree with the Owner Trustee that as Paying Agent, such successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Certificateholders Equity Certificateholder in trust for the benefit of the Certificateholders Equity Certificateholder entitled thereto until such sums shall be paid to such CertificateholdersEquity Certificateholder. The Paying Agent shall return all unclaimed funds to the Owner Trustee Trustee, and upon removal of a Paying Agent Agent, such Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Sections 7.1, 7.3, 7.4, 7.8, 8.1 7.4 and 8.2 shall apply to the Owner Trustee also in its role as Paying Agent, Agent for so long as the Owner Trustee shall act as Paying Agent and, to the extent applicable, to any other Paying Agent appointed hereunder. Any reference in this Agreement to the Paying Agent shall include any co-Paying Agent paying agent unless the context requires otherwise.