Common use of Owner Trustee Limitation of Liability Clause in Contracts

Owner Trustee Limitation of Liability. 9 THIS SERIES 2016-MBSADV1 INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated as of December 19, 2016, is made by and among PNMAC GMSR ISSUER TRUST, a statutory trust organized under the laws of the State of Delaware, as issuer (the “Issuer”), CITIBANK, N.A., a national banking association, as indenture trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities Intermediary”), PENNYMAC LOAN SERVICES, LLC, a limited liability company organized under the laws of the State of Delaware (“PLS”), as servicer (the “Servicer”) and as administrator (the “Administrator”), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (“CSFB”), a Delaware limited liability company, as Administrative Agent (as defined herein). This Indenture Supplement relates to and is executed pursuant to that certain Indenture supplemented hereby, dated as of the date hereof, including the schedules and exhibits thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Base Indenture”), among the Issuer, PLS, the Indenture Trustee, the Calculation Agent, the Paying Agent, the Securities Intermediary, PENTALPHA SURVEILLANCE LLC, a Delaware limited liability company, as credit manager (the “Credit Manager”), CSFB, as Administrative Agent and the “Administrative Agents” from time to time parties thereto, all the provisions of which are incorporated herein as modified hereby and shall be a part of this Indenture Supplement as if set forth herein in full (the Base Indenture as so supplemented by this Indenture Supplement, collectively referred to as the “Indenture”). Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Base Indenture.

Owner Trustee Limitation of Liability. 9 20 THIS SERIES 20162013-MBSADV1 T2 AMENDED AND RESTATED INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated as of December 19August 8, 20162013, is made by and among PNMAC GMSR ISSUER HLSS SERVICER ADVANCE RECEIVABLES TRUST, a statutory trust organized under the laws of the State of Delaware, as issuer Delaware (the “Issuer”), CITIBANK, N.A.DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, as indenture trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities Intermediary”), PENNYMAC LOAN SERVICESHLSS HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (“PLS”), as servicer (the “Servicer”) and as administrator (the “Administrator”), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (“CSFB”), a Delaware limited liability companycompany (“HLSS”), as Administrative Agent Administrator on behalf of the Issuer, as owner of the economics associated with the servicing under the Designated Servicing Agreements, and as Servicer under the Designated Servicing Agreements from and after the related MSR Transfer Date (as defined hereinbelow), OCWEN LOAN SERVICING, LLC (“OLS”), as a Subservicer, and as Servicer under the Designated Servicing Agreements prior to the related MSR Transfer Date, and CREDIT SUISSE AG, NEW YORK BRANCH (“Credit Suisse”), as administrative agent (the “Administrative Agent”). This Indenture Supplement relates to and is executed pursuant to that certain Base Indenture supplemented hereby, dated as of the date hereof, including the schedules and exhibits thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Base Indenture”defined below), among the Issuer, PLS, the Indenture Trustee, the Calculation Agent, the Paying Agent, the Securities Intermediary, PENTALPHA SURVEILLANCE LLC, a Delaware limited liability company, as credit manager (the “Credit Manager”), CSFB, as Administrative Agent and the “Administrative Agents” from time to time parties thereto, all the provisions of which are incorporated herein as modified hereby and shall be a part of this Indenture Supplement as if set forth herein in full (the Base Indenture as so supplemented by this Indenture Supplement, collectively Supplement being referred to as the “Indenture”). Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Base Indenture.

Owner Trustee Limitation of Liability. 9 THIS SERIES 2016-MBSADV1 INDENTURE SUPPLEMENT It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust Company (“Indenture SupplementWilmington Trust”), dated not individually or personally but solely as owner trustee of December 19the Trust, 2016in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Trust is made and intended not as a personal representation, undertaking and agreement by Wilmington Trust but made and among PNMAC GMSR ISSUER TRUSTintended for the purpose of binding only the Trust, a statutory trust organized (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, individually or personally, to perform any covenants, either expressed or implied, contained herein, all personal liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the laws parties hereto, and (d) under no circumstances shall Wilmington Trust be personally liable for the payment of any indebtedness or expenses of the State Trust or be liable for the breach or failure of Delawareany obligation, representation, warranty or covenant made or undertaken by the Trust under this Agreement or any other related document. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon it will become a binding agreement between the Trust, the Depositor, NMAC and the several Underwriters in accordance with its terms. Very truly yours, NISSAN MASTER OWNER TRUST RECEIVABLES By: WILMINGTON TRUST COMPANY, not in its individual capacity but solely as issuer (the “Issuer”), CITIBANK, N.A., a national banking association, as indenture trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) Owner Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Vice President NISSAN WHOLESALE RECEIVABLES CORPORATION II By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Treasurer NISSAN MOTOR ACCEPTANCE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: President The foregoing Underwriting Agreement is hereby confirmed and as securities intermediary (the “Securities Intermediary”), PENNYMAC LOAN SERVICES, LLC, a limited liability company organized under the laws of the State of Delaware (“PLS”), as servicer (the “Servicer”) and as administrator (the “Administrator”), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (“CSFB”), a Delaware limited liability company, as Administrative Agent (as defined herein). This Indenture Supplement relates to and is executed pursuant to that certain Indenture supplemented hereby, dated accepted as of the date hereoffirst above written: MIZUHO SECURITIES USA LLC By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: Managing Director Acting on behalf of itself and as Representative of the several Underwriters SCHEDULE 1 Underwriter Principal Amount of Series 2017-C Notes Mizuho Securities USA LLC $ 450,000,000 Lloyds Securities Inc. $ 225,000,000 Xxxxxxx Lynch, including the schedules and exhibits thereto Pierce, Xxxxxx & Xxxxx Incorporated $ 225,000,000 MUFG Securities Americas Inc. $ 225,000,000 BNP Paribas Securities Corp. $ 31,250,000 Scotia Capital (as amendedUSA) Inc. $ 31,250,000 SMBC Nikko Securities America, restatedInc. $ 31,250,000 TD Securities (USA) LLC $ 31,250,000 Total $ 1,250,000,000 CONTENTS Clause Page 1. INTRODUCTORY 1 2. REPRESENTATIONS AND WARRANTIES OF THE TRUST, supplemented or otherwise modified from time to timeTHE DEPOSITOR AND NMAC 2 3. PURCHASE, the “Base Indenture”)SALE AND DELIVERY OF NOTES 9 4. OFFERING BY UNDERWRITERS 9 5. COVENANTS OF THE DEPOSITOR AND THE TRUST 9 6. COVENANTS OF THE UNDERWRITERS 12 7. CONDITIONS OF THE OBLIGATIONS OF THE UNDERWRITERS 13 8. INDEMNIFICATION AND CONTRIBUTION 17 9. SURVIVAL OF CERTAIN REPRESENTATIONS AND OBLIGATIONS 20 10. FAILURE TO PURCHASE THE NOTES 21 11. NOTICES 21 12. NO BANKRUPTCY PETITION 22 13. SUCCESSORS 22 14. REPRESENTATION OF THE UNDERWRITERS 22 15. REPRESENTATIONS, among the Issuer, PLS, the Indenture Trustee, the Calculation Agent, the Paying Agent, the Securities Intermediary, PENTALPHA SURVEILLANCE LLC, a Delaware limited liability company, as credit manager (the “Credit Manager”), CSFB, as Administrative Agent and the “Administrative Agents” from time to time parties thereto, all the provisions of which are incorporated herein as modified hereby and shall be a part of this Indenture Supplement as if set forth herein in full (the Base Indenture as so supplemented by this Indenture Supplement, collectively referred to as the “Indenture”)WARRANTIES AND COVENANTS OF UNDERWRITERS 22 16. Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Base Indenture.APPLICABLE LAW 24 17. COUNTERPARTS 24 18. ACKNOWLEDGMENT 24

Owner Trustee Limitation of Liability. 9 THIS 12 This SERIES 20162021-MBSADV1 PIAVF1 INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated as of December 19November 15, 20162021, is made by and among PNMAC LOANDEPOT GMSR ISSUER MASTER TRUST, a statutory trust organized under the laws of the State of Delaware, as issuer (the “Issuer”), CITIBANK, N.A., a national banking association, as indenture trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities Intermediary”), PENNYMAC LOAN SERVICESXXXXXXXXX.XXX, LLC, a limited liability company organized under the laws of the State of Delaware (“PLSloanDepot”), as servicer (the “Servicer”) and as administrator (the “Administrator”), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (“CSFB”), a Delaware limited liability company, as Administrative Agent (as defined herein). This Indenture Supplement relates to and is executed pursuant to that certain Indenture supplemented herebySecond Amended and Restated Base Indenture, dated as of the date hereof, including the schedules and exhibits thereto (as supplemented hereby, and as amended, restated, supplemented or otherwise modified from time to time, the “Base Indenture”), among the Issuer, PLSloanDepot, the Indenture Trustee, the Calculation Agent, the Paying Agent, the Securities Intermediary, PENTALPHA SURVEILLANCE LLC, a Delaware limited liability company, as credit manager (the “Credit Manager”), CSFB, as Administrative Agent Agent, and the “Administrative Agents” from time to time parties thereto, all the provisions of which are incorporated herein as modified hereby and shall be a part of this Indenture Supplement as if set forth herein in full (the Base Indenture as so supplemented by this Indenture Supplement, collectively referred to as the “Indenture”). Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Base Indenture, and the rules of interpretation set forth in Section 1.2 of the Base Indenture shall apply equally herein.

Owner Trustee Limitation of Liability. 9 20 THIS SERIES 20162013-MBSADV1 T3 AMENDED AND RESTATED INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated as of December 19August 8, 20162013, is made by and among PNMAC GMSR ISSUER HLSS SERVICER ADVANCE RECEIVABLES TRUST, a statutory trust organized under the laws of the State of Delaware, as issuer Delaware (the “Issuer”), CITIBANK, N.A.DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, as indenture trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities Intermediary”), PENNYMAC LOAN SERVICESHLSS HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (“PLS”), as servicer (the “Servicer”) and as administrator (the “Administrator”), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (“CSFB”), a Delaware limited liability companycompany (“HLSS”), as Administrative Agent Administrator on behalf of the Issuer, as owner of the economics associated with the servicing under the Designated Servicing Agreements, and as Servicer under the Designated Servicing Agreements from and after the related MSR Transfer Date (as defined hereinbelow), OCWEN LOAN SERVICING, LLC (“OLS”), as a Subservicer, and as Servicer under the Designated Servicing Agreements prior to the related MSR Transfer Date, and CREDIT SUISSE AG, NEW YORK BRANCH (“Credit Suisse”), as administrative agent (the “Administrative Agent”). This Indenture Supplement relates to and is executed pursuant to that certain Base Indenture supplemented hereby, dated as of the date hereof, including the schedules and exhibits thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Base Indenture”defined below), among the Issuer, PLS, the Indenture Trustee, the Calculation Agent, the Paying Agent, the Securities Intermediary, PENTALPHA SURVEILLANCE LLC, a Delaware limited liability company, as credit manager (the “Credit Manager”), CSFB, as Administrative Agent and the “Administrative Agents” from time to time parties thereto, all the provisions of which are incorporated herein as modified hereby and shall be a part of this Indenture Supplement as if set forth herein in full (the Base Indenture as so supplemented by this Indenture Supplement, collectively Supplement being referred to as the “Indenture”). Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Base Indenture.