Common use of No Bankruptcy Petition; Disclaimer and Subordination Clause in Contracts

No Bankruptcy Petition; Disclaimer and Subordination. 53 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 SALE AND SERVICING AGREEMENT, dated as of August 1, 2011, among Harley-Davidson Motorcycle Trust 2011-1 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit C Form of Closing Certificate of Seller/Servicer C-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 THIS SALE AND SERVICING AGREEMENT, dated as of August February 1, 20112021 (this “Agreement”), is entered into by and among Harley-Davidson Motorcycle Trust 20112021-1 A (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust CompanyCitibank, N.A. (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 60 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 61 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit C Form of Closing Certificate of Seller/Servicer C-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 THIS SALE AND SERVICING AGREEMENT, dated as of August April 1, 20112022 (this “Agreement”), is entered into by and among Harley-Davidson Motorcycle Trust 20112022-1 A (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust CompanyCitibank, N.A. (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 SALE AND SERVICING AGREEMENT, dated as of August November 1, 20112010, among Harley-Davidson Motorcycle Trust 20112010-1 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 50 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 51 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 THIS SALE AND SERVICING AGREEMENT, dated as of August April 1, 20112013 (this “Agreement”), among Harley-Davidson Motorcycle Trust 20112013-1 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit C Form of Closing Certificate of Seller/Servicer C-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 THIS SALE AND SERVICING AGREEMENT, dated as of August 1, 20112021 (this “Agreement”), is entered into by and among Harley-Davidson Motorcycle Trust 20112021-1 B (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust CompanyCitibank, N.A. (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 SALE AND SERVICING AGREEMENT, dated as of August July 1, 20112012, among Harley-Davidson Motorcycle Trust 20112012-1 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 57 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 58 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit C Form of Closing Certificate of Seller/Servicer C-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 THIS SALE AND SERVICING AGREEMENT, dated as of August June 1, 20112019 (this “Agreement”), is entered into by and among Harley-Davidson Motorcycle Trust 20112019-1 A (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 50 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 51 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 SALE AND SERVICING AGREEMENT, dated as of August October 1, 20112009, among Harley-Davidson Motorcycle Trust 20112009-1 3 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 50 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 51 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 SALE AND SERVICING AGREEMENT, dated as of August May 1, 20112009, among Harley-Davidson Motorcycle Trust 20112009-1 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 57 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 Trustee. 57 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 B-0 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Indnture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 Exhibit K Lockbox Bank and Lockbox Account K-1 Exhibit L Reserved L-1 SALE AND SERVICING AGREEMENT, dated as of August 1February 15, 20112008, among Harley-Davidson Motorcycle Trust 20112008-1 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 SALE AND SERVICING AGREEMENT, dated as of August December 1, 20112009, among Harley-Davidson Motorcycle Trust 20112009-1 4 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 64 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 64 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 Exhibit K Lockbox Bank and Lockbox Account K-1 SALE AND SERVICING AGREEMENT, dated as of August 1, 2011[ ], among Harley-Davidson Motorcycle Trust 2011-1 [ ] (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 66 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 Trustee. 67 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit C Form of Closing Certificate of Seller/Servicer C-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance [Intentionally Omitted] E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate [Intentionally Omitted] F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 Exhibit K Lockbox Bank and Lockbox Account K-1 SALE AND SERVICING AGREEMENT, dated as of August 1, 2011[ ], among Harley-Davidson Motorcycle Trust 2011-1 200[ ] - [ ] (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 61 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 62 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders and the Certificateholder I-1 Exhibit J Seller’s Representations and Warranties J-1 Exhibit K Lockbox Bank and Lockbox Account K-1 Exhibit L Reserved L-1 SALE AND SERVICING AGREEMENT, dated as of August 115, 20112007, among Harley-Davidson Motorcycle Trust 20112007-1 3 (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. (solely in its capacity as Indenture Trustee together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).

No Bankruptcy Petition; Disclaimer and Subordination. 53 57 Section 11.11. Limitation of Liability of Owner Trustee and Indenture Trustee 54 58 EXHIBITS Exhibit A Form of Assignment A-1 Exhibit B Form of Closing Certificate of Trust Depositor B-1 Exhibit C Form of Closing Certificate of Seller/Servicer C-1 Exhibit E Servicing Criteria to be Addressed in Indenture Trustee’s Assessment of Compliance E-1 Exhibit F Form of Indenture Trustee’s Annual Certificate F-1 Exhibit G Form of Certificate Regarding Reacquired Contracts G-1 Exhibit H List of Contracts H-1 Exhibit I Form of Monthly Report to Noteholders I-1 Exhibit J Seller’s Representations and Warranties J-1 THIS SALE AND SERVICING AGREEMENT, dated as of August 1[ ] (this “Agreement”), 2011, is entered into by and among Harley-Davidson Motorcycle Trust 2011-1 [ ] (together with its successors and assigns, the “Issuer” or the “Trust”), Harley-Davidson Customer Funding Corp. (together with its successor and assigns, the “Trust Depositor”), The Bank of New York Mellon Trust Company, N.A. [ ] (solely in its capacity as Indenture Trustee Trustee, together with its successors and assigns, the “Indenture Trustee”) and Harley-Davidson Credit Corp. (solely in its capacity as Servicer Servicer, together with its successor and assigns, “Harley-Davidson Credit” or the “Servicer”).