Transaction Documents Uses in Limitation of Liability Clause

Limitation of Liability

THIS FIRST AMENDED AND RESTATED RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this Agreement) is entered into as of August 30, 2016 by and among the following parties:

Limitation of Liability. a) No claim may be made by the Borrower or any Affiliate thereof or any other Person against any Credit Party or their respective Affiliates, members, directors, officers, employees, incorporators, attorneys or agents for any special, indirect, consequential or punitive damages in respect of any claim for breach of contract or any other theory of liability arising out of or related to the transactions contemplated by this Agreement or any other Transaction Document, or any act, omission or event occurring in connection herewith or therewith; and each of the Borrower and the Servicer hereby waives, releases, and agrees not to sue upon any claim for any such damages, whether or not accrued and whether or not known or suspected to exist in its favor. None of the Credit Parties and their respective Affiliates shall have any liability to the Borrower or any Affiliate thereof or any other Person asserting claims on behalf of or in right of the Borrower or any Affiliate thereof in connection with or as a result of this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby, except to the extent that any losses, claims, damages, liabilities or expenses incurred by the Borrower or any Affiliate thereof result from the breach of contract, gross negligence or willful misconduct of such Credit Party in performing its duties and obligations hereunder and under the other Transaction Documents to which it is a party. (b) The obligations of the Administrative Agent and each of the other Credit Parties under this Agreement and each of the Transaction Documents are solely the corporate obligations of such Person. No recourse shall be had for any obligation or claim arising out of or based upon this Agreement or any other Transaction Document against any member, director, officer, employee or incorporator of any such Person.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (this Agreement) dated as of [ ], is between VOLKSWAGEN AUTO LOAN ENHANCED TRUST 20[ ]-[ ], a Delaware statutory trust (the Issuer), VW CREDIT, INC., a Delaware corporation, as administrator (VCI or in its capacity as administrator, the Administrator), and [ ], a national banking association, as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of [ ] (the Sale and Servicing Agreement) by and among Volkswagen Auto Lease/Loan Underwritten Funding, LLC, as seller, the Issuer, VCI, as servicer, and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by [ ], not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this Agreement) dated as of [ ], 20[ ], is between SANTANDER DRIVE AUTO RECEIVABLES TRUST 20[ ]-[ ], a Delaware statutory trust (the Issuer), SANTANDER CONSUMER USA INC., an Illinois corporation, as administrator (Santander Consumer or the Administrator), and [ ], a [ ], as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of [ ], 20[ ] (the Sale and Servicing Agreement) by and between Santander Drive Auto Receivables LLC, as seller, the Issuer, the Administrator, as servicer, and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by [ ], not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.

Limitation of Liability from Loan and Security Agreement

LOAN AND SECURITY AGREEMENT, dated as of May 28, 2015 (as the same may be amended, restated or otherwise modified from time to time, this "Agreement") among TFS FUNDING I, LLC, a Delaware limited liability company, as borrower (the "Borrower"), TEREX FINANCIAL SERVICES, INC. ("TFS"), a Delaware corporation, as servicer (in such capacity, the "Servicer"), the Conduit Lenders party hereto, the Committed Lenders party hereto and CREDIT SUISSE AG, NEW YORK BRANCH, as the Administrative Agent (the "Administrative Agent"). Certain capitalized terms used herein, and certain rules of construction, are defined in Schedule I.

Limitation of Liability. No claim may be made by (i) the Borrower, the Originator or the Servicer or any other Person against any Lender or the Administrative Agent or their respective Affiliates, directors, officers, employees, attorneys or agents or (ii) any Lender or the Administrative Agent or any other Person against the Borrower, the Originator or the Servicer or their respective Affiliates, directors, officers, employees, attorneys or agents for any special, indirect, consequential or punitive damages in respect of any claim for breach of contract or any other theory of liability arising out of or related to the transactions contemplated by this Agreement, or any act, omission or event occurring in connection therewith; and each party hereto hereby waives, releases and agrees not to sue upon any claim for any such damages, whether or not accrued and whether or not known or suspected to exist in its favor.37"[*]" Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the SEC.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (this "Agreement") dated as of July 29, 2015, is between WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2015-A, a Delaware statutory trust (the "Issuing Entity"), WORLD OMNI FINANCIAL CORP., a Florida corporation, as administrator ("World Omni" or in its capacity as administrator, the Administrator"), and THE BANK OF NEW YORK MELLON, a New York banking corporation, as indenture trustee (the "Indenture Trustee"). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Indenture dated as of July 29, 2015 (the "Indenture") by and between the Issuing Entity and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by U.S. Bank Trust National Association, not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuing Entity hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuing Entity. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuing Entity or for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuing Entity under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (this Agreement) dated as of March 5, 2015, is between VOLKSWAGEN AUTO LEASE TRUST 2015-A, a Delaware statutory trust (the Issuer), VW CREDIT, INC., a Delaware corporation, as administrator (VCI or in its capacity as administrator, the Administrator), and CITIBANK, N.A., a national banking association, as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Indenture dated as of March 5, 2015 (the Indenture) by and between the Issuer and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by Deutsche Bank Trust Company Delaware, not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (this Agreement) dated as of March 5, 2015, is between VOLKSWAGEN AUTO LEASE TRUST 2015-A, a Delaware statutory trust (the Issuer), VW CREDIT, INC., a Delaware corporation, as administrator (VCI or in its capacity as administrator, the Administrator), and CITIBANK, N.A., a national banking association, as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Indenture dated as of March 5, 2015 (the Indenture) by and between the Issuer and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by Deutsche Bank Trust Company Delaware, not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.

Limitation of Liability from Note Purchase Agreement

Limitation of Liability. Notwithstanding anything herein to the contrary, the Company acknowledges and agrees that the liability of any Purchaser arising directly or indirectly, under this Agreement and the other Transaction Documents of any and every nature whatsoever shall be satisfied solely out of the assets of such Purchaser, and that no trustee, officer, other investment vehicle or any other Affiliate of such Purchaser or any Purchaser, shareholder or holder of shares of beneficial interest of such a Purchaser shall be personally liable for any liabilities of such Purchaser.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (this Agreement) dated as of October 22, 2014, is between VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2014-2, a Delaware statutory trust (the Issuer), VW CREDIT, INC., a Delaware corporation, as administrator (VCI or in its capacity as administrator, the Administrator), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of October 22, 2014 (the Sale and Servicing Agreement) by and among Volkswagen Auto Lease/Loan Underwritten Funding, LLC, as seller, the Issuer, VCI, as servicer, and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by Citibank, N.A., not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.

Limitation of Liability from Administration Agreement

THIS ADMINISTRATION AGREEMENT (this Agreement) dated as of October 22, 2014, is between VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2014-2, a Delaware statutory trust (the Issuer), VW CREDIT, INC., a Delaware corporation, as administrator (VCI or in its capacity as administrator, the Administrator), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of October 22, 2014 (the Sale and Servicing Agreement) by and among Volkswagen Auto Lease/Loan Underwritten Funding, LLC, as seller, the Issuer, VCI, as servicer, and the Indenture Trustee.

Limitation of Liability. Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by Citibank, N.A., not in its individual capacity but solely as Owner Trustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement.