Common use of Money for Payments To Be Held in Trust; Paying Agent Clause in Contracts

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this Indenture. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Distribution Account shall be made on behalf of the Issuer by the Paying Agent, and no amounts so withdrawn from the Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless such agent has short-term debt rated “P-1” or the equivalent thereof by the Rating Agency it may not hold funds pursuant to this Indenture overnight. The Issuer shall give prompt written notice to the Trustee, the Rating Agency and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on the Business Day prior to each Payment Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) shall deposit or cause to be deposited in the Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee is the Paying Agent) shall promptly notify the Issuer in writing of its action or failure so to act. The Issuer will cause each party other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or Hedge Agreements that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes or any Hedge Agreements shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints JX Xxxxxx Bank (Ireland) PLC as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that provided, that, (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Remittance Date and the Repurchase Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts (except in the case of the Repurchase Date) on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this Indenture. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Distribution Account shall be made on behalf of the Issuer by the Paying Agent, and no amounts so withdrawn from the Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless such agent has short-term debt rated “P-1” or the equivalent thereof by the Rating Agency Xxxxx’x it may not hold funds pursuant to this Indenture overnight. The Issuer shall give prompt written notice to the Trustee, the Rating Agency and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on the Business Day prior to each Payment Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) shall deposit or cause to be deposited in the Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee is the Paying Agent) shall promptly notify the Issuer in writing of its action or failure so to act. The Issuer will cause each party other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant and, with respect to the Sale Class A-1A VFN Notes, the Class A-1A VFN Commitment Fee and Servicing Agreement (including without limitation the Priority of Payments) and this Indentureany Class A-1A VFN Increased Costs or Class A-1A VFN Breakage Costs. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Trustee (or the Servicer on its behalf) or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of on the Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.053.03. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that (a) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (b) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Trustee, the Rating Agency Agencies, the Class A-1A VFN Agent and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. The Issuer has appointed XX Xxxxxx Bank (New York, New York timeIreland) on PLC as Paying Agent for the payment of principal and interest with respect to only the Listed Notes. On or before the Business Day prior to immediately preceding each Payment Distribution Date, Repurchase Date and by no later than 12:00 noon (New York, New York time) on any Redemption Refinancing Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentTrustee) shall promptly notify the Issuer Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or Hedge Agreements that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.05 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes or any Hedge Agreements shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints JX Xxxxxx Bank (Ireland) PLC as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided provided, that (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Date and the Repurchase Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts (except in the case of the Repurchase Date) on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or Xxxxxx that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes or any Xxxxxx shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints RSM Xxxxxx Xxxxxx as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that provided, that, (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Remittance Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or Hedge Agreements that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes or any Hedge Agreements shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints JX Xxxxxx Bank (Ireland) PLC as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided provided, that (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Date and the Repurchase Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts (except in the case of the Repurchase Date) on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this Indenture. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Distribution Account shall be made on behalf of the Issuer by the Paying Agent, and no amounts so withdrawn from the Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless such agent has short-term debt rated “P-1” at least investment grade from Morningstar, S&P or the equivalent thereof by the Rating Agency Mxxxx’x it may not hold funds pursuant to this Indenture overnight. The Issuer shall give prompt written notice to the Trustee, the Rating Agency and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On the Business Day prior to each Payment Date, and by no later than 12:00 noon (New York, New York time) or on the Business Day prior to any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) shall deposit or cause to be deposited in the Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee is the Paying Agent) shall promptly notify the Issuer in writing of its action or failure so to act. The Issuer will cause each party other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant and, with respect to the Sale Class A-2 Notes, the Class A-2 Commitment Fee and Servicing Agreement (including without limitation the Priority of Payments) and this Indentureany Class A-2 Increased Costs or Class A-2 Breakage Costs. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints XX Xxxxxx Bank (Ireland) PLC as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that provided, that, (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies, the Class A-2 Agent and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York Boston time) on the Business Day prior to each Payment Distribution Date, and by no later than 12:00 noon (New York, New York Boston time) on any Redemption the Repurchase Date or the Refinancing Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.05 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints Custom House Administration and Listing Services, Ltd. as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Date and the Repurchase Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts (except in the case of the Repurchase Date) on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or Hedge Agreements that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes or any Hedge Agreements shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints RSM Xxxxxx Xxxxxx as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that provided, that, (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Date, Remittance Date and by no later than 12:00 noon (New York, New York time) on any the Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this Indenture. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Distribution Account shall be made on behalf of the Issuer by the Paying Agent, and no amounts so withdrawn from the Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless such agent has short-term debt rated “P-1” or the equivalent thereof by the Rating Agency Moody’s it may not hold funds pursuant to this Indenture overnight. The Issuer shall give prompt written notice to the Trustee, the Rating Agency and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On the Business Day prior to each Payment Date, and by no later than 12:00 noon (New York, New York time) or on the Business Day prior to any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) shall deposit or cause to be deposited in the Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee is the Paying Agent) shall promptly notify the Issuer in writing of its action or failure so to act. The Issuer will cause each party other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding taxtax and (B) so long as any Offered Notes are listed on the Irish Stock Exchange and the Trustee (as Paying Agent) does not operate paying agency services in Ireland, the Issuer will maintain an Irish Paying Agent for the payment of principal and interest on such Offered Notes; provided that unless such agent Paying Agent has short-term debt rated “P-1” or the equivalent thereof by the Rating Agency Xxxxx’x and “A-1+” by S&P, it may not hold funds pursuant to this Indenture overnight. The Issuer hereby appoints Custom House Administration and Listing Services, Limited as the initial Irish Paying Agent. The Issuer shall give prompt written notice to the Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York Boston time) on the Business Day prior to each Payment Distribution Date, and by no later than 12:00 noon (New York, New York Boston time) on any Redemption Date or the Refinancing Date, as applicable, the Paying Agent Issuer (provided that sufficient funds therefor are availablereceived by the Issuer) shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentTrustee) shall promptly notify the Issuer Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Trustee that it appoints as and the Irish Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Indenture Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this IndentureNotes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or Hedge Agreements that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes or any Hedge Agreements shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints JX Xxxxxx Bank (Ireland) PLC as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that provided, that, (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Indenture Trustee, the Rating Agency Agencies and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on On or before the Business Day prior to immediately preceding each Payment Date, Remittance Date and by no later than 12:00 noon (New York, New York time) on any the Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentIndenture Trustee) shall promptly notify the Issuer Indenture Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Indenture Trustee that it appoints as Paying Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this Indenture. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Distribution Account shall be made on behalf of the Issuer by the Paying Agent, and no amounts so withdrawn from the Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless such agent or any affiliate (excluding the Trustee and its affiliates) has short-term debt rated “P-1” or the equivalent thereof by the Rating Agency it may not hold funds pursuant to this Indenture overnight. The Issuer shall give prompt written notice to the Trustee, the Rating Agency and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on the Business Day prior to each Payment Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) shall deposit or cause to be deposited in the Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee is the Paying Agent) shall promptly notify the Issuer in writing of its action or failure so to act. The Issuer will cause each party other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent Paying Agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant and, with respect to the Sale Class A-2 Notes, the Class A-2 Commitment Fee and Servicing Agreement (including without limitation the Priority of Payments) and this Indentureany Class A-2 Increased Costs or Class A-2 Breakage Costs. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Note Distribution Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Trustee or by another Paying Agent, and no amounts so withdrawn from the Note Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 3.03. The Issuer shall have for so long as any Notes are listed on the Irish Stock Exchange, a Paying Agent for the payment of principal and interest on such Notes in Section 3.05Ireland and where notices and demands to or upon the Issuer in respect of such Notes or this Indenture may be served and where such securities may be surrendered for registration of transfer or exchange. The Issuer hereby appoints XX Xxxxxx Bank (Ireland) PLC as Paying Agent for the payment of principal and interest with respect to only those securities listed on the Irish Stock Exchange. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that (A) no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless tax and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such agent has short-term debt rated “P-1” exchange so require, the Issuer will maintain in Ireland a Paying Agent and an office or agency where notices and demands to or upon the equivalent thereof by the Rating Agency it may not hold funds pursuant to Issuer in respect of such securities and this Indenture overnightmay be served and where such Notes may be surrendered for registration of transfer or exchange. The Issuer shall give prompt written notice to the Trustee, the Rating Agency Agencies, the Class A-2 Agent and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York Boston time) on the Business Day prior to each Payment Distribution Date, and by no later than 12:00 noon (New York, New York Boston time) on any Redemption the Repurchase Date or the Refinancing Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) Issuer shall deposit or cause to be deposited in the Note Distribution Account from amounts on deposit in the Collection Principal and Interest Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee Paying Agent is the Paying AgentTrustee) shall promptly notify the Issuer Trustee in writing of its action or failure so to act. The Issuer will cause each party Paying Agent other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust; Paying Agent. The Issuer hereby appoints the Trustee to act as agent for the payment (the “Paying Agent”) of principal and interest on the Notes and all other amounts payable pursuant to the Sale and Servicing Agreement (including without limitation the Priority of Payments) and this Indenture. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Distribution Account shall be made on behalf of the Issuer by the Paying Agent, and no amounts so withdrawn from the Distribution Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03 and in Section 3.05. The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided that no Paying Agent shall be appointed in a jurisdiction that subjects payments on the Notes to withholding tax; provided that unless such agent has short-term debt rated “P-1” or the equivalent thereof by the Rating Agency Kroll it may not hold funds pursuant to this Indenture overnight. The Issuer shall give prompt written notice to the Trustee, the Rating Agency and the Noteholders of the appointment or termination of any such agent and of the location and any change in the location of any such office or agency. By no later than 10:00 a.m. (New York, New York time) on the Business Day prior to each Payment Date, and by no later than 12:00 noon (New York, New York time) on any Redemption Date, as applicable, the Paying Agent (provided that sufficient funds therefor are available) shall deposit or cause to be deposited in the Distribution Account from amounts on deposit in the Collection Account an aggregate sum sufficient to pay the amounts then becoming due, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Trustee is the Paying Agent) shall promptly notify the Issuer in writing of its action or failure so to act. The Issuer will cause each party other than the Trustee that it appoints as Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee (and if the Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will: