Common use of Duties of Master Servicer Clause in Contracts

Duties of Master Servicer. The Master Servicer shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention that the Master Servicer (or the Receivables Servicer) exercises with respect to all comparable new and used automobile, light-duty truck and sport utility vehicle receivables that it (or the Receivables Servicer) services for itself. The Master Servicer’s duties shall include collection and posting of all payments, responding to inquiries of Obligors on such Receivables, investigating delinquencies, reporting tax information to Obligors, accounting for collections, furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, the Indenture Trustee and the Securities Administrator with respect to distributions and preparing (or causing to be prepared) the tax returns of the Trust in accordance with Section 5.06 of the Trust Agreement. The Master Servicer shall follow its (or the Receivables Servicer’s) customary standards, policies and procedures in performing its duties as Master Servicer. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the Receivables Servicer pursuant to the Receivables Servicing Agreement is thereby) authorized and empowered to execute and deliver, on behalf of itself (the Master Servicer, in the case of the Receivables Servicer), the Issuer, the Owner Trustee, the Indenture Trustee, the Securities Administrator, the Noteholders, the Certificateholders, or any of them, any and all instruments of satisfaction or cancellation, or partial or full release or discharge, and all other comparable instruments, with respect to such Receivables or to the Financed Vehicles securing such Receivables. If the Master Servicer (or the Receivables Servicer) shall commence a legal proceeding to enforce a Receivable, the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for the purpose of collection, such Receivable to the Master Servicer (or the Receivables Servicer). If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the Receivables Servicer) may not enforce a Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Master Servicer, on behalf of the Issuer, shall, at the Master Servicer’s expense and direction (or, to the extent permitted in the Receivables Servicing Agreement, the Receivables Servicer’s expense and direction), take steps to enforce the Receivable, including bringing suit in its name or the names of the Indenture Trustee, the Issuer, the Noteholders, the Certificateholders, or any of them. The Issuer shall furnish the Master Servicer (or the Receivables Servicer) with any powers of attorney and other documents reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that the Master Servicer has engaged CenterOne as Receivables Servicer under the Receivables Servicing Agreement. The Master Servicer shall promptly notify each Rating Agency of any material amendment to the Receivables Servicing Agreement. The Master Servicer shall enforce the obligations of the Receivables Servicer under the Receivables Servicing Agreement in all material respects until the Receivables Servicing Agreement has been terminated in accordance with its terms.

Duties of Master Servicer. The Master Servicer shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention that the Master Servicer (or the Receivables Servicer) exercises with respect to all comparable new and used automobile, light-duty truck and sport utility vehicle receivables that it (or the Receivables Servicer) services for itself. The Master Servicer’s 's duties shall include collection and posting of all payments, responding to inquiries of Obligors on such Receivables, investigating delinquencies, reporting tax information to Obligors, accounting for collections, furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, the Indenture Trustee and the Securities Administrator with respect to distributions and preparing (or causing to be prepared) the tax returns of the Trust in accordance with Section 5.06 of the Trust Agreement. The Master Servicer shall follow its (or the Receivables Servicer’s's) customary standards, policies and procedures in performing its duties as Master Servicer. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the Receivables Servicer pursuant to the Receivables Servicing Agreement is thereby) authorized and empowered to execute and deliver, on behalf of itself (the Master Servicer, in the case of the Receivables Servicer), the Issuer, the Owner Trustee, the Indenture Trustee, the Securities Administrator, the Noteholders, the Certificateholders, or any of them, any and all instruments of satisfaction or cancellation, or partial or full release or discharge, and all other comparable instruments, with respect to such Receivables or to the Financed Vehicles securing such Receivables. If the Master Servicer (or the Receivables Servicer) shall commence a legal proceeding to enforce a Receivable, the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for the purpose of collection, such Receivable to the Master Servicer (or the Receivables Servicer). If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the Receivables Servicer) may not enforce a Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Master Servicer, on behalf of the Issuer, shall, at the Master Servicer’s 's expense and direction (or, to the extent permitted in the Receivables Servicing Agreement, the Receivables Servicer’s 's expense and direction), take steps to enforce the Receivable, including bringing suit in its name or the names of the Indenture Trustee, the Issuer, the Noteholders, the Certificateholders, or any of them. The Issuer shall furnish the Master Servicer (or the Receivables Servicer) with any powers of attorney and other documents reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that the Master Servicer has engaged CenterOne as Receivables Servicer under the Receivables Servicing AgreementAgreement and MLBUSA as Administrator. The Master Servicer shall promptly notify each Rating Agency of any material amendment to the Receivables Servicing Agreement. The Master Servicer shall enforce the obligations of the Receivables Servicer under the Receivables Servicing Agreement in all material respects until the Receivables Servicing Agreement has been terminated in accordance with its terms.

Duties of Master Servicer. The Master Servicer Servicer, for the benefit of the Issuer and the Indenture Trustee, shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention that perform the other actions required by the Master Servicer (under this Agreement. The Master Servicer may engage agents and subservicers, including the Subservicer, to fulfill its duties hereunder; provided, that such subservicer does not primarily service the Contracts from inside the State of Florida. All amounts payable to the subservicer shall be paid by the master servicer and shall not be obligations of the Issuer or paid from the Receivables Servicer) exercises Trust property. No such delegation or engagement of agents, subservicers or subcontractors by the Master Servicer shall relieve the Master Servicer of its responsibilities with respect to all comparable new and used automobile, light-duty truck and sport utility vehicle receivables that it (or any of its duties hereunder. The Master Servicer shall service the Receivables Servicer) services for itselfin accordance with its customary and usual procedures and consistent with the procedures employed by institutions that service [retail installment sales contracts, retail installment loans, purchase money notes or other notes]. The Master Servicer’s 's duties shall include the collection and posting of all payments, responding to inquiries of Obligors on such ReceivablesObligors, investigating delinquencies, sending payment coupons to Obligors, reporting any required tax information to Obligors, accounting for collections, furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, Trustee and the Indenture Trustee and the Securities Administrator with respect to distributions and preparing (or causing to be prepared) performing the tax returns other duties specified herein. The Master Servicer also shall administer and enforce all rights of the Trust in accordance with Section 5.06 holder of the Trust AgreementReceivables under the Receivables and the Dealer Agreements and assignment forms. The To the extent consistent with the standards, policies and procedures otherwise required hereby, the Master Servicer shall follow its (or the Receivables Servicer’s) customary standards, policies and procedures and shall have full power and authority, acting alone, to do any and all things in performing its duties as Master Servicerconnection with the managing, servicing, administration and collection of the Receivables that it may deem necessary or desirable. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the Receivables Servicer pursuant to the Receivables Servicing Agreement is thereby) authorized and empowered to execute and deliver, on behalf of itself (the Master Servicer, in the case of the Receivables Servicer)itself, the Issuer, the Owner Trustee, the Indenture Trustee, the Securities Administrator, Certificateholders and the Noteholders, the Certificateholders, or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, instruments with respect to such the Receivables or and with respect to the Financed Vehicles securing such Receivables. If Vehicles; provided, however, that, notwithstanding the foregoing, the Master Servicer (shall not, except pursuant to an order from a court of competent jurisdiction, execute documents that would release an Obligor from payment of any unpaid amount due under any Receivable, reduce the related APR or waive the right to collect the unpaid balance of any Receivable from an Obligor. The Master Servicer is hereby authorized to commence, in its own name or in the name of the Issuer, the Indenture Trustee, the Owner Trustee, the Certificateholders or the Receivables Servicer) shall commence Noteholders, a legal proceeding to enforce a Receivable pursuant to Section 4.03 or to commence or participate in any other legal proceeding (including a bankruptcy proceeding) relating to or involving a Receivable, an Obligor or a Financed Vehicle. If the Master Servicer commences or participates in any such legal proceeding in its own name, the Indenture Trustee or the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for assigned the purpose of collection, such applicable Receivable to the Master Servicer (solely for purposes of commencing or participating in such proceeding as a party or claimant, and the Master Servicer is authorized and empowered by the Indenture Trustee or the Receivables Servicer)Issuer to execute and deliver in the Indenture Trustee's or the Issuer's name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the Receivables Servicer) may not enforce a Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the such Receivable, the Master Servicer, on behalf of the Issuer, Owner Trustee shall, at the Master Servicer’s expense and direction (or, to the extent permitted in the Receivables Servicing Agreement, the Receivables Servicer’s 's expense and direction), take steps to enforce the such Receivable, including bringing suit in its name or the names name of the Issuer, the Indenture Trustee, the Issuer, Certificateholders or the Noteholders, the Certificateholders, or any of them. The Issuer Owner Trustee and the Indenture Trustee shall upon the written request of the Master Servicer furnish the Master Servicer (or the Receivables Servicer) with any powers of attorney and other documents reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that the The Master Servicer has engaged CenterOne as Receivables Servicer under may engage agents and subservicers, including the Subservicer, to fulfill its duties hereunder; provided, that such Subservicer does not primarily service the Receivables Servicing Agreementfrom inside the State of Florida. The Master Servicer shall promptly notify each Rating Agency of any material amendment has appointed [_________] to act as Subservicer pursuant to the Receivables [_________] Sub-Servicing AgreementAgreement and the Seller and the Indenture Trustee hereby acknowledge and consent to such appointment. The All amounts payable to any Subservicer shall be paid by the Master Servicer and shall not be obligations of the Indenture Trustee, the Owner Trustee or the Issuer or paid from the Trust Estate and no appointment of a Subservicer shall result in any additional expense to the Indenture Trustee, the Owner Trustee, the Noteholders, the Certificateholders or the Issuer. No such delegation or engagement of agents, Subservicers or subcontractors by the Master Servicer shall enforce relieve the obligations Master Servicer of its responsibilities with respect to any of its duties hereunder. References in this Agreement to actions taken or to be taken by the Master Servicer include actions taken or to be taken by a Subservicer on behalf of the Receivables Master Servicer. For purposes of this Agreement, the Master Servicer under shall each be deemed to have received any payment when a subservicer retained by it receives such payment. References to the Receivables Servicing customary servicing standards (and procedures), customary and usual procedures, customary standards and customary collections policy of the Master Servicer and similar expressions used in this Agreement shall be deemed to refer to the standards, procedures and policies of the Master Servicer or such standards, procedures and policies as the Master Servicer requires that its agents, subservicers or subcontractors follow. Neither the Master Servicer nor any Subservicer shall perform any non-ministerial duties in all material respects until the Receivables Servicing Agreement has been terminated State of Florida without first providing an Opinion of Counsel in accordance with its termsform and substance acceptable to the Indenture Trustee to the effect that the performance of such non-ministerial duties will not adversely affect the tax treatment of the Issuer.

Duties of Master Servicer. The Master Servicer Servicer, acting alone or through one or more subservicers to the extent permitted hereunder, for the benefit of the Issuer, shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention care but in no event less than the care that the Master Servicer (or the Receivables Servicer) exercises with respect to all comparable new and used automobile, light-duty truck and sport utility motor vehicle receivables that it (or the Receivables Servicer) services for itselfitself or others. The Master Servicer’s 's duties shall include collection and posting of all payments, responding to inquiries of Obligors on such or by federal, State or local government authorities with respect to the Receivables, investigating delinquencies, sending payment coupons to Obligors, reporting tax information to ObligorsObligors in accordance with its customary practices, policing the collateral, accounting for collections, collections and furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, the Indenture Trustee and the Securities Administrator Trustees with respect to distributions distributions, providing collection and preparing (or causing to be prepared) repossession services in the event of an Obligor default, generating federal income tax returns of information and performing the Trust in accordance with Section 5.06 of the Trust Agreementother duties specified herein. The Master Servicer shall have full power and authority to do any and all things in connection with such managing, servicing, administration and collection that it may deem necessary or desirable, it being understood, however, that the Master Servicer shall at all times remain responsible to the Issuer and the Indenture Trustee for the performance of its duties and obligations hereunder. Subject to the foregoing and to Section 3.02, the Master Servicer shall follow its (or the Receivables Servicer’s) customary standards, policies policies, practices and procedures in performing its duties hereunder as Master Servicer. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the Receivables Servicer pursuant to the Receivables Servicing Agreement is thereby) shall be authorized and empowered to execute and deliver, on behalf of itself (itself, the Master Servicer, in the case of the Receivables Servicer)Depositor, the Issuer, the Owner TrusteeTrustees, the Indenture Trustee, the Securities Administrator, the Noteholders, the Certificateholders, Securityholders or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, discharge and all other comparable instruments, with respect to such the Receivables or to and the Financed Vehicles securing such ReceivablesVehicles. If the The Master Servicer (is hereby authorized to commence, in its own name or in the Receivables Servicer) shall commence name of the Issuer, a legal proceeding to enforce a Receivable pursuant to Section 3.04 or to commence or participate in a legal proceeding (including a bankruptcy proceeding) relating to or involving a Receivable, including a Defaulted Receivable. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for the purpose of collectioncollection on behalf of the party retaining an interest in such Receivable, such Receivable and the other property conveyed to the Issuer pursuant to Section 2.01 with respect to such Receivable to the Master Servicer (for purposes of commencing or participating in any such proceeding as a party or claimant, and the Receivables Master Servicer is authorized and empowered by the Issuer to execute and deliver in the Master Servicer)'s name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the Receivables Servicer) may not enforce a Receivable on the ground grounds that it shall not be a real party in interest or a holder entitled to enforce the such Receivable, the Owner Trustee shall, at the Master Servicer's expense and written direction, take steps to enforce such Receivable, including bringing suit in the Master Servicer's or the Issuer's name or the name of the Owner Trustee, the Indenture Trustee, the Noteholders, the Certificateholders or any of them. The Owner Trustee, on behalf of the Issuer, shall, at the Master Servicer’s expense and direction (or, to the extent permitted in the Receivables Servicing Agreement, the Receivables Servicer’s expense and direction), take steps to enforce the Receivable, including bringing suit in its name or the names of the Indenture Trustee, the Issuer, the Noteholders, the Certificateholders, or any of them. The Issuer shall furnish the Master Servicer (or the Receivables Servicer) with any powers of attorney and other documents reasonably and take any other steps which the Master Servicer may deem necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that The Master Servicer, at its expense, shall obtain on behalf of the Master Servicer has engaged CenterOne as Receivables Servicer under Issuer or the Owner Trustee all licenses, if any, required by the laws of any jurisdiction to be held by the Issuer or the Owner Trustee in connection with ownership of the Receivables Servicing and shall make all filings and pay all fees as may be required in connection therewith during the term of this Agreement. The Master Servicer shall, or shall promptly notify each Rating Agency of any material amendment cause the Administrator to, prepare, execute and deliver all certificates or other documents required to be delivered by the Issuer pursuant to the Receivables Servicing Agreement. The Master Servicer shall enforce Sarbanes-Oxley Act of 2002 or the obligations of the Receivables Servicer under the Receivables Servicing Agreement in all material respects until the Receivables Servicing Agreement has been terminated in accordance with its termsrules and regulations promulgated xxxxxxxxxx.

Duties of Master Servicer. The Master Servicer shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention that the Master Servicer (or the related Receivables Servicer) exercises with respect to all comparable new and used automobile, light-duty truck and sport truck, sports utility vehicle and motorcycle receivables that it (or the such Receivables Servicer) services for itself. The Master Servicer’s 's duties shall include collection and posting of all payments, responding to inquiries of Obligors on such Receivables, investigating delinquencies, reporting tax information to Obligors, accounting for collections, furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, the Indenture Trustee and the Securities Administrator with respect to distributions and preparing (or causing to be prepared) the tax returns of the Trust in accordance with Section 5.06 of the Trust Agreement. The Master Servicer shall follow its (or the related Receivables Servicer’s's) customary standards, policies and procedures in performing its duties as Master Servicer. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the each Receivables Servicer pursuant to the its Receivables Servicing Agreement is thereby) authorized and empowered to execute and deliver, on behalf of itself (the Master Servicer, in the case of the a Receivables Servicer), the Issuer, the Owner Trustee, the Indenture Trustee, the Securities Administrator, the Noteholders, the Certificateholders, or any of them, any and all instruments of satisfaction or cancellation, or partial or full release or discharge, and all other comparable instruments, with respect to such Receivables or to the Financed Vehicles securing such Receivables. If the Master Servicer (or the related Receivables Servicer) shall commence a legal proceeding to enforce a Receivable, the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for the purpose of collection, such Receivable to the Master Servicer (or the related Receivables Servicer). If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the related Receivables Servicer) may not enforce a Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Master Servicer, on behalf of the Issuer, shall, at the Master Servicer’s 's expense and direction (or, to the extent permitted in the related Receivables Servicing Agreement, the related Receivables Servicer’s 's expense and direction), take steps to enforce the Receivable, including bringing suit in its name or the names of the Indenture Trustee, the Issuer, the Noteholders, the Certificateholders, or any of them. The Issuer shall furnish the Master Servicer (or the related Receivables Servicer) with any powers of attorney and other documents reasonably necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that the Master Servicer has engaged CenterOne as Receivables Servicer Ford Credit under the Receivables Ford Credit Servicing Agreements, SST under the E-Loan Servicing Agreement, Onyx under the Onyx Servicing Agreement and Capital One Auto Finance under the Capital One Servicing Agreement and MLBUSA as Administrator. The Master Servicer shall promptly notify each Rating Agency of any material amendment to the any Receivables Servicing Agreement. The Issuer and the Master Servicer shall permit Ford Credit to repurchase Liquidated Receivables (as defined in the Ford Credit Servicing Agreements) under Section 3.8 of the Ford Credit Servicing Agreements in return for the Deferred Repurchase Amount (as defined in the Ford Credit Servicing Agreements). The Master Servicer shall enforce the obligations of the each Receivables Servicer under the related Receivables Servicing Agreement in all material respects until the such Receivables Servicing Agreement has been terminated in accordance with its terms.

Duties of Master Servicer. The Master Servicer Servicer, acting alone or through one or more subservicers to the extent permitted hereunder, for the benefit of the Issuer, shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention care but in no event less than the care that the Master Servicer (or the Receivables Servicer) exercises with respect to all comparable new and used automobile, light-duty truck and sport utility motor vehicle receivables that it (or the Receivables Servicer) services for itselfitself or others. The Master Servicer’s duties shall include collection and posting of all payments, responding to inquiries of Obligors on such or by federal, State or local government authorities with respect to the Receivables, investigating delinquencies, sending payment coupons to Obligors, reporting tax information to ObligorsObligors in accordance with its customary practices, policing the collateral, accounting for collections, collections and furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, the Indenture Trustee and the Securities Administrator Trustees with respect to distributions distributions, providing collection and preparing (or causing to be prepared) repossession services in the event of an Obligor default, generating federal income tax returns of information and performing the Trust in accordance with Section 5.06 of the Trust Agreementother duties specified herein. The Master Servicer shall have full power and authority to do any and all things in connection with such managing, servicing, administration and collection that it may deem necessary or desirable, it being understood, however, that the Master Servicer shall at all times remain responsible to the Issuer and the Indenture Trustee for the performance of its duties and obligations hereunder. Subject to the foregoing and to Section 3.02, the Master Servicer shall follow its (or the Receivables Servicer’s) customary standards, policies policies, practices and procedures in performing its duties hereunder as Master Servicer. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the Receivables Servicer pursuant to the Receivables Servicing Agreement is thereby) shall be authorized and empowered to execute and deliver, on behalf of itself (itself, the Master Servicer, in the case of the Receivables Servicer)Depositor, the Issuer, the Owner TrusteeTrustees, the Indenture Trustee, the Securities Administrator, the Noteholders, the Certificateholders, Securityholders or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, discharge and all other comparable instruments, with respect to such the Receivables or to and the Financed Vehicles securing such ReceivablesVehicles. If the The Master Servicer (is hereby authorized to commence, in its own name or in the Receivables Servicer) shall commence name of the Issuer, a legal proceeding to enforce a Receivable pursuant to Section 3.04 or to commence or participate in a legal proceeding (including a bankruptcy proceeding) relating to or involving a Receivable, including a Defaulted Receivable. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for the purpose of collectioncollection on behalf of the party retaining an interest in such Receivable, such Receivable and the other property conveyed to the Issuer pursuant to Section 2.01 with respect to such Receivable to the Master Servicer (for purposes of commencing or participating in any such proceeding as a party or claimant, and the Receivables Master Servicer is authorized and empowered by the Issuer to execute and deliver in the Master Servicer)’s name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the Receivables Servicer) may not enforce a Receivable on the ground grounds that it shall not be a real party in interest or a holder entitled to enforce the such Receivable, the Master Servicer, on behalf of the Issuer, Owner Trustee shall, at the Master Servicer’s expense and direction (or, to the extent permitted in the Receivables Servicing Agreement, the Receivables Servicer’s expense and written direction), take steps to enforce the such Receivable, including bringing suit in its the Master Servicer’s or the Issuer’s name or the names name of the Owner Trustee, the Indenture Trustee, the Issuer, the Noteholders, the Certificateholders, Certificateholders or any of them. The Issuer Owner Trustee, on behalf of the Issuer, shall furnish the Master Servicer (or the Receivables Servicer) with any powers of attorney and other documents reasonably and take any other steps which the Master Servicer may deem necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that The Master Servicer, at its expense, shall obtain on behalf of the Master Servicer has engaged CenterOne as Receivables Servicer under Issuer or the Owner Trustee all licenses, if any, required by the laws of any jurisdiction to be held by the Issuer or the Owner Trustee in connection with ownership of the Receivables Servicing and shall make all filings and pay all fees as may be required in connection therewith during the term of this Agreement. The Master Servicer shall, or shall promptly notify each Rating Agency of any material amendment cause the Administrator to, prepare, execute and deliver all certificates or other documents required to be delivered by the Issuer pursuant to the Receivables Servicing Agreement. The Master Servicer shall enforce Xxxxxxxx-Xxxxx Act of 2002 or the obligations of the Receivables Servicer under the Receivables Servicing Agreement in all material respects until the Receivables Servicing Agreement has been terminated in accordance with its termsrules and regulations promulgated thereunder.

Duties of Master Servicer. The Master Servicer Servicer, acting alone or through one or more subservicers to the extent permitted hereunder, for the benefit of the Issuer, shall manage, service, administer and make collections on the Receivables with reasonable care, using that degree of skill and attention care but in no event less than the care that the Master Servicer (or the Receivables Servicer) exercises with respect to all comparable new and used automobile, light-duty truck and sport utility motor vehicle receivables that it (or the Receivables Servicer) services for itselfitself or others. The Master Servicer’s 's duties shall include collection and posting of all payments, responding to inquiries of Obligors on such or by federal, State or local government authorities with respect to the Receivables, investigating delinquencies, sending payment coupons to Obligors, reporting tax information to ObligorsObligors in accordance with its customary practices, policing the collateral, accounting for collections, collections and furnishing (or causing to be furnished) monthly and annual statements to the Owner Trustee, the Indenture Trustee and the Securities Administrator Trustees with respect to distributions distributions, providing collection and preparing (or causing to be prepared) repossession services in the event of Obligor default, generating federal income tax returns of information and performing the Trust in accordance with Section 5.06 of the Trust Agreementother duties specified herein. The Master Servicer shall have full power and authority to do any and all things in connection with such managing, servicing, administration and collection that it may deem necessary or desirable, it being understood, however, that the Master Servicer shall at all times remain responsible to the Issuer and the Indenture Trustee for the performance of its duties and obligations hereunder. Subject to the foregoing and to Section 3.02, the Master Servicer shall follow its (or the Receivables Servicer’s) customary standards, policies policies, practices and procedures in performing its duties hereunder as Master Servicer. Without limiting the generality of the foregoing, the Master Servicer is hereby (and the Receivables Servicer pursuant to the Receivables Servicing Agreement is thereby) shall be authorized and empowered to execute and deliver, on behalf of itself (itself, the Master Servicer, in the case of the Receivables Servicer)Depositor, the Issuer, the Owner TrusteeTrustees, the Indenture Trustee, the Securities Administrator, the Noteholders, the Certificateholders, Securityholders or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, discharge and all other comparable instruments, with respect to such the Receivables or to and the Financed Vehicles securing such ReceivablesVehicles. If the The Master Servicer (is hereby authorized to commence, in its own name or in the Receivables Servicer) shall commence name of the Issuer, a legal proceeding to enforce a Receivable pursuant to Section 3.04 or to commence or participate in a legal proceeding (including a bankruptcy proceeding) relating to or involving a Receivable, including a Defaulted Receivable. If the Master Servicer commences or participates in such a legal proceeding in its own name, the Issuer (in the case of a Receivable other than a Purchased Receivable) shall thereupon be deemed to have automatically assigned, solely for the purpose of collectioncollection on behalf of the party retaining an interest in such Receivable, such Receivable and the other property conveyed to the Issuer pursuant to Section 2.01 with respect to such Receivable to the Master Servicer (for purposes of commencing or participating in any such proceeding as a party or claimant, and the Receivables Master Servicer is authorized and empowered by the Issuer to execute and deliver in the Master Servicer)'s name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. If in any enforcement suit or legal proceeding it shall be held that the Master Servicer (or the Receivables Servicer) may not enforce a Receivable on the ground grounds that it shall not be a real party in interest or a holder entitled to enforce the such Receivable, the Owner Trustee shall, at the Master Servicer's expense and written direction, take steps to enforce such Receivable, including bringing suit in the Master Servicer's or the Issuer's name or the name of the Owner Trustee, the Indenture Trustee, the Noteholders, the Certificateholders or any of them. The Owner Trustee, on behalf of the Issuer, shall, at the Master Servicer’s expense and direction (or, to the extent permitted in the Receivables Servicing Agreement, the Receivables Servicer’s expense and direction), take steps to enforce the Receivable, including bringing suit in its name or the names of the Indenture Trustee, the Issuer, the Noteholders, the Certificateholders, or any of them. The Issuer shall furnish the Master Servicer (or the Receivables Servicer) with any powers of attorney and other documents reasonably and take any other steps which the Master Servicer may deem necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. It is hereby acknowledged that The Master Servicer, at its expense, shall obtain on behalf of the Master Servicer has engaged CenterOne as Receivables Servicer under Issuer or the Owner Trustee all licenses, if any, required by the laws of any jurisdiction to be held by the Issuer or the Owner Trustee in connection with ownership of the Receivables Servicing and shall make all filings and pay all fees as may be required in connection therewith during the term of this Agreement. The Master Servicer shall promptly notify each Rating Agency of any material amendment shall, or cause the Administrator to, prepare, execute and deliver all certificates or other documents required to be delivered by the Issuer pursuant to the Receivables Servicing Agreement. The Master Servicer shall enforce Sarbanes-Oxley Act of 2002 or the obligations of the Receivables Servicer under the Receivables Servicing Agreement in all material respects until the Receivables Servicing Agreement has been terminated in accordance with its termsrules and regulations promulgatex xxxxxxxxxx.