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

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am 11:00 a.m. New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07Section 8.02(c), 3.01(d), 4.02 (e) and 4.03 (g) shall be made on behalf of the Issuer Issuing Entity by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuing Entity except as provided in this Section. On or before the Payment Determination Date or the Business Day prior to 11:00am New York time on each Payment the Redemption Date, as applicable, the Issuer Issuing Entity shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, allocate or cause to be deposited (including by allocated in the provision of instructions Note Distribution Account for distribution to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Noteholders an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer Issuing Entity will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (c), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 Section 8.02(d) and 4.03 (e) shall be made on behalf of the Issuer Issuing Entity by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuing Entity except as provided in this Section. On or before the Payment Determination Date or the Business Day prior to 11:00am New York time on each Payment the Redemption Date, as applicable, the Issuer Issuing Entity shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, allocate or cause to be deposited (including by allocated in the provision of instructions Note Distribution Account for distribution to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Noteholders an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer Issuing Entity will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Account, the Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account Account, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or the Reserve Account, Account pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 Section 8.02(c) and 4.03 (d) shall be made on behalf of the Issuer Issuing Entity by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuing Entity except as provided in this Section. On or before the Payment Determination Date or the Business Day prior to 11:00am New York time on each Payment the Redemption Date, as applicable, the Issuer Issuing Entity shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, allocate or cause to be deposited (including by allocated in the provision of instructions Note Distribution Account for distribution to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Noteholders an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer Issuing Entity will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.2(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn distributed from the Collection Account or Reserve Account, any other Trust Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.2(c) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn distributed from such accounts the Collection Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day next preceding each Payment Distribution Date and Redemption Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, distribute or cause to be deposited (including by the provision of instructions distributed to the Indenture Trustee to make (or any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Accountother Paying Agent) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 the Note Distribution Account and 4.03 the Reserve Account shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account, the Note Distribution Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Trust Accounts shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act; provided, that the amount deposited on any Redemption Date may be reduced by amounts transferred from the Reserve Account to the Collection Account pursuant to Section 5.06(e) of the Sale and Servicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07Section 8.02(c), 3.01(d), 4.02 (e) and 4.03 (g) shall be made on behalf of the Issuer Issuing Entity by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuing Entity except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer Issuing Entity shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, allocate or cause to be deposited (including by allocated in the provision of instructions Note Distribution Account for distribution to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Noteholders an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer Issuing Entity will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All (a) As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 after required transfers thereto from the other Trust Accounts shall be made on behalf of the Issuer by the Paying Agent (including the Indenture Trustee or by when serving as a Paying Agent), and no amounts so withdrawn from such accounts the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03(a) of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account, the Reserve Account or Reserve Account, the Yield Supplement Account pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account or the Yield Supplement Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor), an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b) hereof, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Payment Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(c) hereof shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts the Note Payment Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and the Redemption Date, the Issuer Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Payment Account an aggregate sum sufficient to pay the amounts then becoming due on such Payment Date or the Redemption Date under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer that it willshall be a Person which would be eligible to be Indenture Trustee hereunder as provided in Section 6.11 hereof. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, and at the time of such appointment, a Depository Institution. The Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Administrator to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 after required transfers thereto from the other Trust Accounts shall be made on behalf of the Issuer by the Paying Agent (including the Indenture Trustee or by when serving as a Paying Agent), and no amounts so withdrawn from such accounts the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03(a) of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 after required transfers thereto from the other Trust Accounts shall be made on behalf of the Issuer by the Paying Agent (including the Indenture Trustee or by when serving as a Paying Agent), and no amounts so withdrawn from such accounts the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03 of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article VI of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee Trustee, the Trust Administrator or by a another Paying Agent, and no amounts so withdrawn from the such accounts account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Trust Administrator is hereby appointed the initial Paying Agent. Any successor Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture TrusteeTrustee or the Trust Administrator, as a condition to its acceptance of its appointment as initial Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee or the Trust Administrator acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article VI of the Sale and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee Trust Administrator or by a another Paying Agent, and no amounts so withdrawn from the such accounts account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture TrusteeTrust Administrator) shall promptly notify the Indenture Trustee Trust Administrator of its action or failure so to act. The Indenture Trustee, as Trust Administrator is hereby appointed the initial Paying Agent, hereby agrees . Any successor Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and the Trust Administrator. Any Paying Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Trust Administrator hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Trust Administrator) which is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture TrusteeTrust Administrator, as a condition to its acceptance of its appointment as initial Paying Agent, to execute and deliver to the Indenture Trustee and the Trust Administrator an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Trust Administrator acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(A) and (b) hereof, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Payment Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(C) hereof shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts the Note Payment Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the __________ Business Day preceding each Payment Date and the Redemption Date, the Issuer Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Payment Account an aggregate sum sufficient to pay the amounts then becoming due on such Payment Date or the Redemption Date under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee [and the Securities Insurer] of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee [and the Securities Insurer]. Any Paying Agent appointed by the Issuer shall be a Person which would be eligible to be Indenture Trustee hereunder as provided in Section 6.11 hereof. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the Issuer that it will, and the a Depository Institution. The Issuer will cause each Paying Agent other than the Administrator or the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee [and the Securities Insurer] an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or the Business Day prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a), all payments of amounts due and payable with respect to any Notes or the Certificate Bonds that are to be made from amounts withdrawn from the Collection Account or Reserve Account, for each Series of Bonds pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(d) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts Collection Account for payments with respect to any Bonds of Notes or the Certificate such Series shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale Section and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actSection 8.02. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:: (i) hold all sums held by it for the payment of amounts due with respect to the Bonds in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Indenture Trustee written notice of any default by the Issuer of which it has actual knowledge in the making of any payment required to be made with respect to the Bonds; (iii) at any time during the continuance of any such default, upon the written request of the Indenture Trustee, forthwith pay to the Indenture Trustee all sums so held in trust by such Paying Agent; (iv) immediately resign as a Paying Agent and forthwith pay to the Indenture Trustee all sums held by it in trust for the payment of Bonds if at any time the Paying Agent determines that it has ceased to meet the standards required to be met by a Paying Agent at the time of such determination; and (v) comply with all requirements of the Code and other tax laws with respect to the withholding from any payments made by it on any Bonds of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith. The Issuer may at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture or for any other purpose, by Issuer Order direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, such sums to be held by the Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and upon such payment by any Paying Agent to the Indenture Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to applicable laws with respect to escheat of funds, any money held by the Indenture Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Bond and remaining unclaimed for two years after such amount has become due and payable shall be discharged from such trust and be paid to the Issuer on an Issuer Request; and, subject to Section 11.16, the Holder of such Bond shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Indenture Trustee or such Paying Agent with respect to such trust money shall thereupon cease; provided, however, that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, may at the expense of the Issuer, cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee may also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to Holders whose Bonds have been called but have not been surrendered for redemption or whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder).

Money for Payments To Be Held in Trust. All (a) As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 the Payment Account and 4.03 the Note Distribution Account shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account, the Payment Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03(a) of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes Notes, the Revolving Liquidity Note or the Certificate Certificate, or to the Swap Counterparty (to the extent such payments to the Swap Counterparty were not deducted from amounts remitted to the Collection Account by the Servicer pursuant to Section 5.04(e) of the Sale and Servicing Agreement) that are to be made from amounts withdrawn from the Collection Account or Reserve Account, Fund (provided that only the Collection Account is available for any amounts payable to the Swap Counterparty) pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or Notes, the Revolving Liquidity Note, the Certificate or to the Swap Counterparty (provided that such amounts payable to the Swap Counterparty were not deducted from amounts remitted to the Collection Account by the Servicer pursuant to Section 5.04(e) of the Sale and Servicing Agreement) shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required draws on the Revolving Liquidity Note or withdrawals from the Payahead Account or Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate or to the Swap Counterparty (to the extent such payments to the Swap Counterparty were not deducted from amounts remitted to the Collection Account by the Servicer pursuant to Section 5.04(e) of the Sale and Servicing Agreement) that are to be made from amounts withdrawn from the Collection Account, Principal Distribution Account or Reserve Account, Fund (provided that only the Collection Account is available for any amounts payable to the Swap Counterparty) pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate or to the Swap Counterparty (provided that such amounts payable to the Swap Counterparty were not deducted from amounts remitted to the Collection Account by the Servicer pursuant to Section 5.04(e) of the Sale and Servicing Agreement) shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Payahead Account or Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Payment Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article V of the Sale and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Payment Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and, so long as the Notes are Outstanding or any Reimbursement Amounts remain due and owing to the Insurer, the Insurer. Any Paying Agent appointed by the Issuer shall be a Person that would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the a Depository Institution. The Issuer that it will, and the Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and, so long as any Notes are Outstanding or any Reimbursement Amounts remain due and owing to the Insurer, the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate Certificate, or to the Swap Counterparty that are to be made from amounts withdrawn from the Collection Account or Reserve Account or, as applicable, the Swap Termination Payment Account, if any (provided that Reserve Account shall not be available for any amounts payable to the Swap Counterparty), pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or Notes, the Certificate or to the Swap Counterparty shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account or the Swap Termination Payment Account, if any, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes Notes, the Certificate and the CertificateInterest Rate Swap Agreement, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account, Principal Distribution Account or Reserve Account, Fund pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Payahead Account or Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate Certificates that are to be made from amounts withdrawn from the Collection Account, Principal Distribution Account or Reserve Account, Fund pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate Certificates shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Payahead Account or Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Account, the Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account Account, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. 11 (NAROT 2019-A Indenture) The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.2(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.2(c) shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Distribution Account for payments of on the Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.3. On or prior to 11:00am New York time on before each Payment Distribution Date and Redemption Date, at the Issuer shall deposit in direction of the Collection Account or, Servicer in accordance with Section 5.5 of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from or the Reserve Account and to Paying Agent shall deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee or deposit was made by the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Issuer may, at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture Trusteeor for any other purpose, as direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, hereby agrees with such sums to be held by the Issuer that it will, Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and the Issuer will cause each upon such a payment by any Paying Agent other than to the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree be released from all further liability with respect to such money. Subject to applicable laws with respect to the escheat of funds, any money held by the Indenture Trustee, subject Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Note and remaining unclaimed for two years after such amount has become due and payable shall be discharged from such trust and be paid to the provisions Issuer on its request; and the Holder of this Sectionsuch Note shall thereafter, that as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Indenture Trustee or such Paying Agent will:with respect to such trust money shall thereupon cease; provided that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, shall at the expense of the Issuer cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in the City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee shall also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to the Holders whose notes have been called but have not been surrendered for redemption or whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder).

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Account, the Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account Account, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. (NAROT 2018-B Indenture) The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article [VI] of the Sale and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee Trust Administrator or by a another Paying Agent, and no amounts so withdrawn from the such accounts account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture TrusteeTrust Administrator) shall promptly notify the Indenture Trustee Trust Administrator of its action or failure so to act. The Indenture Trustee, as Trust Administrator is hereby appointed the initial Paying Agent, hereby agrees . Any successor Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and the Trust Administrator. Any Paying Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Trust Administrator hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Trust Administrator) which is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture TrusteeTrust Administrator, as a condition to its acceptance of its appointment as initial Paying Agent, to execute and deliver to the Indenture Trustee and the Trust Administrator an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Trust Administrator acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Trust Accounts shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. 15 (2020-C Indenture) On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act; provided, that the amount deposited on any Redemption Date may be reduced by amounts transferred from the Reserve Account to the Collection Account pursuant to Section 5.06(e) of the Sale and Servicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Trust Accounts shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act; provided, that the amount deposited on any Redemption Date may be reduced by amounts transferred from the Reserve Account to the Collection Account pursuant to Section 5.06(e) of the Sale and Servicing Agreement. (2019-B Indenture) The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a), all payments of amounts due and payable with respect to any Notes or the Certificate Transition Bonds that are to be made from amounts withdrawn from the applicable Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(d) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts applicable Collection Account for payments of Notes or the Certificate with respect to any Transition Bonds shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale Section 3.03 and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actSection 8.02. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:: hold all sums held by it for the payment of amounts due with respect to the Transition Bonds in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; give the Indenture Trustee written notice of any Default by the Issuer of which it has actual knowledge in the making of any payment required to be made with respect to the Transition Bonds; at any time during the continuance of any such Default, upon the written request of the Indenture Trustee, forthwith pay to the Indenture Trustee all sums so held in trust by such Paying Agent; immediately resign as a Paying Agent and forthwith pay to the Indenture Trustee all sums held by it in trust for the payment of Transition Bonds if at any time the Paying Agent determines that it has ceased to meet the standards required to be met by a Paying Agent at the time of such determination; and comply with all requirements of the Code and other tax laws with respect to the withholding from any payments made by it on any Transition Bonds of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith. The Issuer may at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture or for any other purpose, by Issuer Order direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, such sums to be held by the Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and upon such payment by any Paying Agent to the Indenture Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to applicable laws with respect to escheat of funds, any money held by the Indenture Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Transition Bond and remaining unclaimed for two (2) years after such amount has become due and payable shall be discharged from such trust and be paid to the Issuer on an Issuer Request; and, subject to Section 10.16, the Holder of such Transition Bond shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Indenture Trustee or such Paying Agent with respect to such trust money shall thereupon cease; provided, however, that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, may at the expense of the Issuer, cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than thirty (30) days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee may also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment (including mailing notice of such repayment to Holders whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder).

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Trust Accounts shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. 15 (2021-A Indenture) On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act; provided, that the amount deposited on any Redemption Date may be reduced by amounts transferred from the Reserve Account to the Collection Account pursuant to Section 5.06(e) of the Sale and Servicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Trust Accounts shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. 15 (2021-B Indenture) On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act; provided, that the amount deposited on any Redemption Date may be reduced by amounts transferred from the Reserve Account to the Collection Account pursuant to Section 5.06(e) of the Sale and Servicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Trust Accounts shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account or the Reserve Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. 16 (2021-C Indenture) On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act; provided, that the amount deposited on any Redemption Date may be reduced by amounts transferred from the Reserve Account to the Collection Account pursuant to Section 5.06(e) of the Sale and Servicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All The Issuer hereby appoints the Indenture Trustee as Paying Agent for the payment of principal and interest on the Notes. As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes or the Certificate Swaps that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Note Distribution Account for payments of Notes or the Certificate any Swaps shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. 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 and (B) so long as any Notes are listed on the Irish Stock Exchange and the rules of such 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 Issuer in respect of such securities and this Indenture may 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 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. On or prior to 11:00am New York time on before the Business Day immediately preceding each Payment Date, Redemption Date or Repurchase Date, as the case may be, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificatedue, such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee in writing of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Account, the Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account Account, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. 11 (NAROT 2018-C Indenture) The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Payment Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Section 6.02 of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from the such accounts account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Payment Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Trustee is hereby appointed the initial Paying Agent, hereby agrees . Any successor Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee. Any Paying Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) that is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes Notes, the Revolving Liquidity Note or the Certificate Certificate, that are to be made from amounts withdrawn from the Collection Account or Reserve Account, Fund pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes Notes, the Revolving Liquidity Note or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required draws on the Revolving Liquidity Note or withdrawals from the Payahead Account or Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b) hereof, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Payment Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(c) hereof shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts the Note Payment Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the seventh Business Day preceding each Payment Date and the Redemption Date, the Issuer Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Payment Account an aggregate sum sufficient to pay the amounts then becoming due on such Payment Date or the Redemption Date under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee and the Securities Insurer of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and the Securities Insurer. Any Paying Agent appointed by the Issuer shall be a Person which would be eligible to be Indenture Trustee hereunder as provided in Section 6.11 hereof. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the Issuer that it will, and the a Depository Institution. The Issuer will cause each Paying Agent other than the Administrator or the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Securities Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 5.04(b) and 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02 shall be made on behalf of the Issuer Trust by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts therefrom for payments of on Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Trust except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date and Redemption Date, the Issuer Trust shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by into the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Note Distribution Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes Notes, and the Certificate, Paying Agent shall hold such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or any failure so by the Trust to acteffect such deposit. The Indenture Trustee, if the Indenture Trustee acts as the Paying Agent, hereby agrees with to perform the Issuer that it willobligations listed in the sub-paragraphs below, and the Issuer will Trust shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees to the extent relevant), subject to the provisions of this Section, that such Paying Agent willshall:

Money for Payments To Be Held in Trust. As provided in Sections 5.04(b) and 8.04, all payments of amounts due and payable with respect to any Notes[, or to the Swap Counterparty] that are to be made from amounts withdrawn from the Note Distribution Account[,] [or] the Reserve Account, if any, [or, as applicable, the Swap Termination Payment Account, if any,] shall be made on behalf of the Issuing Entity by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn therefrom for payments on Notes [or to the Swap Counterparty, as the case may be,] shall be paid over to the Issuing Entity except as provided in this Section. All payments of amounts due and payable with respect to any Notes or the Certificate Trust Certificates that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer Issuing Entity by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate Trust Certificates shall be paid over to the Issuer, Issuing Entity or the Owner Trustee or the Administrator Trustee, except as provided in by this Section. On or prior to 11:00am New York time on each Payment Date and Redemption Date, the Issuer Issuing Entity shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to into the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes Notes, and the Certificate, Paying Agent shall hold such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or any failure so by the Issuing Entity to acteffect such deposit. [The Indenture Trustee will promptly, on the date of receipt, deposit all [Net Swap][Cap] Receipts, if any, received by it into and, subject to Section 2.14, transfer the amounts on deposit, if any, in the [Swap Termination Payment Account][Cap Termination Account], if any, to the 20[●]-[●] SUBI Collection Account. The Servicer will promptly, on the date of receipt, deposit all [Net Swap Receipts][Cap Receipts] received by it, if any, into the 200[●]-[●] SUBI Collection Account.] The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer Issuing Entity that it will, and the Issuer Issuing Entity will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent willshall:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article VI of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee Trust Administrator or by a another Paying Agent, and no amounts so withdrawn from the such accounts account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Trust Administrator is hereby appointed the initial Paying Agent. Any successor Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture TrusteeTrustee or the Trust Administrator, as a condition to its acceptance of its appointment as initial Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee and the Trust Administrator (and if the Indenture Trustee or the Trust Administrator acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes [or to the Certificate [Swap Counterparty][Cap Provider]] that are to be made from amounts withdrawn from the Collection Account or the Reserve Account[, the Yield Supplement Account or, as applicable, the [Swap][Cap] Termination Payment Account, if any,] pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes [or to the Certificate [Swap Counterparty][Cap Provider], as the case may be,] shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account[, the Yield Supplement Account or the [Swap][Cap] Termination Payment Account, if any,] and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes Notes, the Certificates[, and the CertificateInterest Rate [Swap][Cap] Agreement(s)], such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in SECTION 8.02(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, the Class A Note Distribution Account and the Class B Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 SECTION 8.02(c) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account, the Class A Note Distribution Account and the Class B Note Distribution Account for payments of Class A Notes or the Certificate and Class B Notes, respectively, shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On At or prior to 11:00am before 12:00 noon (New York time time) on each Payment Distribution Date and the Redemption Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts a) in the Collection Account) to the extent of funds available therefor, Class A Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateClass A Notes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless b) in the Class B Note Distribution Account, an aggregate sum sufficient to pay the amounts then becoming due under the Class B Notes, such sum to be held in trust for the benefit of the Persons entitled thereto. Unless the Paying Agent is the Indenture Trustee) , the Issuer shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b) hereof, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Payment Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(c) hereof shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Payment Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date and the Redemption Date, the Issuer Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Payment Account an aggregate sum sufficient to pay the amounts then becoming due on such Payment Date or the Redemption Date under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee [and the Note Insurer]. Any Paying Agent appointed by the Issuer shall be a Person which would be eligible to be Indenture Trustee hereunder as provided in Section 6.11 hereof. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the Issuer that it will, and the a Depository Institution. The Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Administrator to execute and deliver to the Indenture Trustee [and the Note Insurer] an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article V of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the third Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and, so long as the Class A Notes are Outstanding or any Reimbursement Amounts remain due and owing to the Insurer and no Insurer Default has occurred and is continuing, the Insurer. Any Paying Agent appointed by the Issuer shall be a Person that would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the a Depository Institution. The Issuer that it will, and the Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and, so long as any Class A Notes are Outstanding or any Reimbursement Amounts remain due and owing to the Insurer and no Insurer Default has occurred and is continuing, the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account, the Reserve Account or Reserve the Yield Supplement Account, pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account or the Yield Supplement Account, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes Notes, [the Revolving Liquidity Note] or the Certificate Certificate, [or to the Swap Counterparty (to the extent such payments to the Swap Counterparty were not deducted from amounts remitted to the Collection Account by the Servicer pursuant to Section 5.04(e) of the Sale and Servicing Agreement)] that are to be made from amounts withdrawn from the Collection Account or Reserve Account, Fund [(provided that only the Collection Account is available for any amounts payable to the Swap Counterparty)] pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or Notes, [the Revolving Liquidity Note], the Certificate or [to the Swap Counterparty (provided that such amounts payable to the Swap Counterparty were not deducted from amounts remitted to the Collection Account by the Servicer pursuant to Section 5.04(e) of the Sale and Servicing Agreement)] shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any [required draws on the Revolving Liquidity Note] or withdrawals from the Payahead Account or Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article V of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from the such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and the Insurer. Any Paying Agent appointed by the Issuer shall be a Person that would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the a Depository Institution. The Issuer that it will, and the Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Payment Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article V of the Sale and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the third Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Payment Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and, so long as the Class A Notes are Outstanding or any Reimbursement Amounts remain due and owing to the Insurer and no Insurer Default has occurred and is continuing, the Insurer. Any Paying Agent appointed by the Issuer shall be a Person that would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the a Depository Institution. The Issuer that it will, and the Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and, so long as any Class A Notes are Outstanding or any Reimbursement Amounts remain due and owing to the Insurer and no Insurer Default has occurred and is continuing, the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in -------------------------------------- Section 8.02(a) and (b) hereof, all payments of amounts due and payable with --------------- ------- respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, and the Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section ------- 8.02(c) hereof shall be made on behalf of the Issuer by the Indenture Trustee ------- or by a the Paying Agent, and no amounts so withdrawn from such accounts the Collection Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. ------------ On or prior to 11:00am New York time on before the Business Day preceding each Payment Distribution Date and the Redemption Date, the Issuer Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due on such Distribution Date or the Redemption Date under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer that it willshall be a Person which would be eligible to be Indenture Trustee hereunder as provided in Section 6.11 hereof. The Issuer shall not appoint any Paying ------------ Agent (other than the Indenture Trustee) which is not, and at the time of such appointment, a Depository Institution. The Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Administrator to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.2, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, the Owner Trust Spread Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.2 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts the Note Distribution Account or the Owner Trust Spread Account for payments of on the Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.3. On or prior to 11:00am New York time on before each Payment Date and Redemption Date, the Issuer Master Trust Trustee or the Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Issuer may, at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture Trusteeor for any other purpose, as direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, hereby agrees with such sums to be held by the Issuer that it will, Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and the Issuer will cause each upon such a payment by any Paying Agent other than to the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree be released from all further liability with respect to such money. Subject to applicable laws with respect to the escheat of funds, any money held by the Indenture Trustee, subject Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Note and remaining unclaimed for two years after such amount has become due and payable shall be discharged from such trust and be paid to the provisions Issuer on its request; and the Holder of this Sectionsuch Note shall thereafter, that as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Indenture Trustee or such Paying Agent will:with respect to such trust money shall thereupon cease; provided that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, shall at the expense of the Issuer cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in the City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee shall also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to the Holders whose notes have been called but have not been surrendered for redemption or whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder).

Money for Payments To Be Held in Trust. All (a) As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection the Note Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 (after required transfers thereto from the other Trust Accounts) shall be made on behalf of the Issuer by the Paying Agent (including the Indenture Trustee or by when serving as a Paying Agent), and no amounts so withdrawn from such accounts the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03(a) of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.2(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn distributed from the Collection Account or any other Trust Account pursuant to Section 2.7, or deposited into the Collection Account from the Capitalized Interest Account, the Add-On Consolidation Loan Account or the Reserve Account, pursuant to Sections 2.072.7, 3.01, 4.02 and 4.03 2.8 of the Administration Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn distributed from such accounts the Collection Account or any other Trust Account for payments of Notes or the Certificate to Noteholders shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day next preceding each Payment Distribution Date and Redemption Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, distribute or cause to be deposited (including by the provision of instructions distributed to the Indenture Trustee to make (or any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Accountother Paying Agent) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will shall cause each any Paying Agent other than the Indenture TrusteeXxxxx Fargo Bank, as a condition to N.A., acting in its acceptance of its appointment capacity as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All (a) As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, the Payment Account and the Note Distribution Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(b) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account, the Payment Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03(a) of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Note Account, the Pre-Funding Account, the Capitalized Interest Account, the Class B2 Interest Reserve Fund and the Reserve Fund pursuant to Sections 2.07, 3.01, 4.02 Article V of the Sale and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Any Paying Agent other than the Indenture Trustee shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer that it willshall be a Person who would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, and at the time of such appointment, a Depository Institution. The Issuer will cause each Paying Agent (other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, ) to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Distribution Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article V of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.03. On or prior to 11:00am New York time on before the third Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and, so long as the Class A Notes are Outstanding, the Insurer. Any Paying Agent appointed by the Issuer shall be a Person that would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the a Depository Institution. The Issuer that it will, and the Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and, so long as any Class A Notes are Outstanding, the Insurer an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account, the Reserve Account or Reserve Account, the Yield Supplement Account pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account or the Yield Supplement Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateCertificates, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, Trust Accounts pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(c) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Trust Accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) that is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02(a), all payments of amounts due and payable with respect to any Notes or the Certificate Transition Bonds that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.02(d) shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account for payments of Notes or the Certificate with respect to any Transition Bonds shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale Section 3.03 and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actSection 8.02. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.03, that such Paying Agent will:: hold all sums held by it for the payment of amounts due with respect to the Transition Bonds in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; give the Indenture Trustee written notice of any Default by the Issuer of which it has actual knowledge in the making of any payment required to be made with respect to the Transition Bonds; at any time during the continuance of any such Default, upon the written request of the Indenture Trustee, forthwith pay to the Indenture Trustee all sums so held in trust by such Paying Agent; immediately resign as a Paying Agent and forthwith pay to the Indenture Trustee all sums held by it in trust for the payment of Transition Bonds if at any time the Paying Agent determines that it has ceased to meet the standards required to be met by a Paying Agent at the time of such determination; and comply with all requirements of the Code and other tax laws with respect to the withholding from any payments made by it on any Transition Bonds of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith. The Issuer may at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture or for any other purpose, by Issuer Order direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, such sums to be held by the Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and upon such payment by any Paying Agent to the Indenture Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to applicable laws with respect to escheat of funds, any money held by the Indenture Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Transition Bond and remaining unclaimed for two (2) years after such amount has become due and payable shall be discharged from such trust and be paid to the Issuer on an Issuer Request; and, subject to Section 10.16, the Holder of such Transition Bond shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Indenture Trustee or such Paying Agent with respect to such trust money shall thereupon cease; provided, however, that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, may at the expense of the Issuer, cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than thirty (30) days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee may also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment (including mailing notice of such repayment to Holders whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder).

Money for Payments To Be Held in Trust. All (a) As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 the Payment Account and 4.03 the Note Distribution Account shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from such accounts the Collection Account, the Payment Account and the Note Distribution Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. The Notes shall be non-recourse obligations of the Issuer and shall be limited in right of payment to amounts available from the Collateral and the Insurance Policy as provided in this Indenture and the Issuer shall not otherwise be liable for payments on the Notes. No Person shall be personally liable for any amounts payable under the Notes. If any other provision of this Indenture conflicts or is deemed to conflict with the provisions of this paragraph, the provisions of this paragraph shall control. On or prior to 11:00am New York time on the Business Day immediately preceding each Payment Distribution Date and the Redemption Date, the Issuer Servicer shall deposit in cause funds to be withdrawn from the Collection Account or, in accordance with and deposited into the Payment Account pursuant to Section 4.02(e) of the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to and on each Distribution Date, the Indenture Trustee to shall make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) deposits to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit Note Distribution Account required by Section 4.03(a) of the Persons entitled thereto, Sale and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to actServicing Agreement. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee and the Insurer (so long as the Insurer is the Controlling Party) an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article V of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer by the Indenture Trustee or by a another Paying Agent, and no amounts so withdrawn from the such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Any Paying Agent shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee, as . Any Paying Agent, hereby agrees with Agent appointed by the Issuer shall be a Person that it willwould be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, and at the time of such appointment, a Depository Institution. The Issuer will shall cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.2(a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made remitted from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.2(c) shall be made on behalf of the Issuer Owner Trustee by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts the Collection Account for payments of on the Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee. The Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to hereby initially appoints the Indenture Trustee to make any required withdrawals from the Reserve Account and serve as Paying Agent with respect to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit accordance with Section 3.9 of the Persons entitled theretoTrust Agreement, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to acthereby accepts and acknowledges such appointment. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Any Paying Agent other than the Indenture Trustee shall be appointed by Owner Trustee Order with written notice thereof to the Indenture Trustee. Any Paying Agent appointed by the Owner Trustee shall be a Person who would be eligible to be Indenture Trustee hereunder as provided in Section 6.11 hereof. The Owner Trustee shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as a condition at the time of such appointment, reasonably satisfactory to its acceptance of its appointment as the Seller. The Owner Trustee will cause each Paying Agent, Agent to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.3, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.2 (a) and (b), all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Principal and Interest Account or Reserve Account, retained in the Adjustable Rate Note Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.2(c) shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts the Principal and Interest Account or retained in the Adjustable Rate Note Account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.3. On or prior to 11:00am New York time on before the second Business Day preceding each Payment Date and Redemption Date, the Issuer Indenture Trustee shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Adjustable Rate Note Account an aggregate sum sufficient to pay the amounts then becoming due on such Payment Date under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto. Subject to the prior consent of the Note Insurer, and (unless the any Paying Agent is shall be appointed by Issuer Order with written notice thereof to the Indenture Trustee and the Note Insurer. Any Paying Agent appointed by the Issuer shall be a Person who would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuer shall not appoint any Paying Agent (other than the Indenture Trustee) shall promptly notify which is not, at the Indenture Trustee time of its action or failure so to actsuch appointment, a Designated Depository Institution. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this SectionSection 3.3, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.02, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 Article VI of the Transfer and 4.03 Servicing Agreement shall be made on behalf of the Issuer Issuing Entity by the Indenture Trustee Trust Administrator or by a another Paying Agent, and no amounts so withdrawn from the such accounts account for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuing Entity except as provided in this Section. On or prior to 11:00am New York time on before the Business Day preceding each Payment Date, the Issuer Issuing Entity shall deposit or cause to be deposited in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Trust Administrator is hereby appointed the initial Paying Agent. Any successor Paying Agent shall be appointed by Issuing Entity Order with written notice thereof to the Indenture Trustee. Any Paying Agent appointed by the Issuing Entity shall be a Person that would be eligible to be Indenture Trustee hereunder as provided in Section 6.11. The Issuing Entity shall not appoint any Paying Agent (other than the Indenture Trustee) which is not, as Paying Agentat the time of such appointment, hereby agrees with the Issuer that it will, and the Issuer will a Depository Institution. The Issuing Entity shall cause each Paying Agent other than the Indenture TrusteeTrustee or the Trust Administrator, as a condition to its acceptance of its appointment as initial Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture TrusteeTrustee and the Trust Administrator (and if the Indenture Trustee or the Trust Administrator acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Sections 8.02 and 8.03, all payments of amounts due and payable with respect to any Notes or to the Certificate Swap Counterparty that are to be made from amounts withdrawn from the Collection Account or Account, the Reserve Account, the Yield Supplement Account or, as applicable, the Swap Termination Payment Account, if any, pursuant to Sections 2.07, 3.01, 4.02 8.02 and 4.03 8.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a the Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or to the Certificate Swap Counterparty, as the case may be shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on before each Payment Distribution Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account, the Yield Supplement Account or the Swap Termination Payment Account, if any, and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes Notes, the Certificates and the CertificateInterest Rate Swap Agreement(s), such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

Money for Payments To Be Held in Trust. All As provided in Section 8.2, all payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, the Owner Trust Spread Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 Section 8.2 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts the Note Distribution Account or the Owner Trust Spread Account for payments of on the Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator Issuer except as provided in this SectionSection 3.3. On or prior to 11:00am New York time on before each Payment Date and Redemption Date, the Issuer Master Trust Trustee or the Paying Agent shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the CertificateNotes, such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Issuer may, at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture Trusteeor for any other purpose, as direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, hereby agrees with such sums to be held by the Issuer that it will, Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and the Issuer will cause each upon such a payment by any Paying Agent other than to the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree be released from all further liability with respect to such money. Subject to applicable laws with respect to the escheat of funds, any money held by the Indenture Trustee, subject Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Note and remaining unclaimed for two years after such amount has become due and payable shall be discharged from such trust and be paid to the provisions Issuer on its request; and the Holder of this Sectionsuch Note shall thereafter, that as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Indenture Trustee or such Paying Agent will:with respect to such trust money shall thereupon cease; provided that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, shall at the expense of the Issuer cause to be published once, in a newspaper published in the English language, custom arily published on each Business Day and of general circulation in the City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee shall also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to the Holders whose notes have been called but have not been surrendered for redemption or whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder).

Money for Payments To Be Held in Trust. As provided in Sections 5.04(b) and 8.04, 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 and Reserve Account shall be made on behalf of the Issuer by the Indenture Trustee or by another Paying Agent, and no amounts so withdrawn therefrom for payments on Notes shall be paid over to the Issuer except as provided in this Section. All payments of amounts due and payable with respect to any Notes or the Certificate Trust Certificates that are to be made from amounts withdrawn from the Collection Note Distribution Account or Reserve Account, Account pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate Trust Certificates shall be paid over to the Issuer, Issuer or the Owner Trustee or the Administrator Trustee, except as provided in by this Section. On or prior to 11:00am New York time on each Payment Date and Redemption Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, or cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to into the extent of funds available therefor, Note Distribution Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes Notes, and the Certificate, Paying Agent shall hold such sum to be held in trust for the benefit of the Persons entitled thereto, thereto and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or any failure so by the Issuer to acteffect such deposit. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee Indenture 10 an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent willshall: