Appointment of Custodian; Acknowledgement of Receipt. Subject to the terms and conditions hereof, the Indenture Trustee hereby revocably appoints the Custodian, but shall not be responsible for the acts or omissions of the Custodian, and the Custodian hereby accepts such appointment, as custodian and bailee on behalf of the Holding Trust and the Indenture Trustee, to maintain exclusive custody of the Receivable Files relating to Receivables from time to time pledged to the Indenture Trustee as part of the Collateral. In performing its duties hereunder, the Custodian agrees to act with reasonable care, using that degree of skill and attention that a commercial bank acting in the capacity of a custodian would exercise with respect to files relating to comparable automotive or other receivables that it services or holds for others (the “Standard of Care”). The Custodian hereby, as of the Closing Date, acknowledges receipt of the Receivable File for each Receivable listed in the Schedule of Receivables attached as Schedule A to the Sale and Servicing Agreement subject to any exceptions noted on the Custodian’s Acknowledgement (as defined below). As evidence of its acknowledgement of such receipt of such Receivables, the Custodian shall execute and deliver on the Closing Date the Custodian’s Acknowledgement attached hereto as Exhibit A (the “Custodian’s Acknowledgement”).
Appointment of Custodian; Acknowledgement of Receipt. (a) Subject to the terms and conditions hereof, the Issuer, the Issuer Loan Trustee for the benefit of the Issuer and the Indenture Trustee hereby revocably appoint the Custodian, but shall not be responsible for the acts or omissions of the Custodian, and the Custodian hereby accepts such appointment, as custodian and bailee on behalf of the Issuer, the Issuer Loan Trustee for the benefit of the Issuer, and the Indenture Trustee, to maintain exclusive custody of the Loan Notes (as defined below) relating to the Loans and related assets from time to time owned by the Issuer and the Issuer Loan Trustee for the benefit of the Issuer and pledged to the Indenture Trustee. In performing its duties hereunder, the Custodian agrees to act with reasonable care, using that degree of skill and attention that a commercial bank acting in the capacity of a custodian would exercise with respect to files relating to comparable consumer loans or other similar loan products that it holds for itself or other third parties. The Custodian shall, during the term of this Agreement, provide the services enumerated in this Agreement and in Appendix I hereto (the “Statement of Work”). For purposes of this Agreement, “
Appointment of Custodian; Acknowledgement of Receipt. Subject to the terms and conditions hereof, Borrowers hereby revocably appoint the Custodian, and the Custodian hereby accepts such appointment, as custodian to act on behalf of the Borrowers. The Custodian shall hold and physically (or with respect to .pdf files, electronically) segregate for the account of the Borrowers the Custodian Files relating to the Borrower Assets. In performing its duties hereunder, the Custodian agrees to use that degree of skill and attention that it exercises with respect to files relating to comparable assets that it holds for others. The Custodian will acknowledge receipt of the Custodian File for each Borrower Asset listed in a Schedule of Assets attached to a Custodial Certification, subject to any exceptions noted on such Custodial Certification, delivered on the related Borrowing Date. The Custodian shall not pledge or grant a security interest in the Borrower Assets or the related parts of the Collateral. Any act or instrument purporting to effect any actions described in the foregoing sentence shall be void.
