Common use of Effective Period and Termination Clause in Contracts

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this SectionSection 3.7 or until this Agreement shall be terminated. If any the Servicer shall resign as Servicer in accordance with this Agreement under Section 7.5 or if all of the rights and obligations of any the Servicer shall have been terminated under Section 8.1, the appointment of such the Servicer as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% a majority of the Note Balanceaggregate Outstanding Amount of the Notes (or, (c) with if there are no Notes outstanding, the consent Holders of Noteholders of Notes evidencing Certificates representing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% a majority of the Certificate Balance), in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall shall, at its expense, deliver the Receivable Files to the Indenture Trustee Issuer or the Indenture TrusteeIssuer's agent at such place(s) place or places as the Indenture Trustee Issuer may reasonably designate. Notwithstanding the termination of the Servicer as custodian, the Owner Trustee agrees that upon any such termination, the Issuer shall provide, or cause its agent to provide, access to the Receivable Files to the Servicer for the purpose of carrying out its duties and responsibilities with respect to the servicing of the Receivables hereunder.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer DCFS shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% Outstanding Amount of the Certificate BalanceNotes, by the Owner Trustee, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial [Initial] Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balancebeneficial interest in the Issuing Entity, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate. [The Issuing Entity shall give notification to the Counterparties upon termination of the Servicer as custodian.]

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date Cut-off Date, and shall continue in full force and effect until terminated pursuant to this SectionSection 3.06. If any Servicer NMAC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer NMAC as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by the Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee Issuer may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date Cut-off Date, and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer NMAC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer NMAC as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by the Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee Issuer may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balancebeneficial interest in the Issuing Entity, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate. The Issuing Entity shall give notification to the Counterparties upon termination of the Servicer as custodian.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Cut-off Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer JDCC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) Certificateholders evidencing not less than 25% of by the Certificate BalanceCertificateholder, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) place or places as the Indenture Trustee may reasonably designate. The Servicer shall pay the fees of any other Person acting as custodian of the Receivables Files.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balancebeneficial interest in the Issuing Entity, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Cut-off Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer JDCC shall resign as Servicer in accordance with this the provisions of the Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) Certificateholders evidencing not less than 25% of by the Certificate BalanceCertificateholder, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate. The Servicer shall pay the fees of any other Person acting as custodian of the Receivables Files.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer CFSA shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% Outstanding Amount of the Certificate BalanceNotes, by the Owner Trustee, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and the Backup Servicer and, and without cause cause, upon 30 days' ’ prior written notification to the Servicer and the Backup Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Cut-off Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer JDCC shall resign as Servicer in accordance with this the provisions of the Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) Certificateholders evidencing not less than 25% of by the Certificate BalanceCertificateholder, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) place or places as the Indenture Trustee may reasonably designate. The Servicer shall pay the fees of any other Person acting as custodian of the Receivables Files.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date date hereof, and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer TMCC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes (but excluding for purposes of such calculation and action all Securities held or beneficially owned by TMCC, (cTMCRC or any of their affiliates) or, with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate BalanceBalance (but excluding for purposes of such calculation and action all Securities held or beneficially owned by TMCC, TMCRC or any of their affiliates), in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.

Effective Period and Termination. The Master Servicer's appointment as custodian shall become effective with respect to each (i) Initial Contract as of the Initial Cutoff Cut-Off Date and (ii) Subsequent Contract as of the related Subsequent Cut-Off Date and shall continue in full force and effect until terminated pursuant to under this Section, upon the termination of the Issuer or the repurchase of all of the Contracts by the Seller, whichever is first to occur. If any the Master Servicer shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any the Master Servicer shall have been terminated under pursuant to Section 8.18.01, the appointment of such the Master Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) by the Noteholders Holders of Notes evidencing not less than 25% a majority of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% Outstanding Amount of the Note BalanceNotes of the Controlling Class, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% a majority of the aggregate Certificate BalancePercentage Interest, in the same manner as the Indenture Trustee, the Owner Trustee or such Holders may terminate the rights and obligations of the Master Servicer under pursuant to Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer8.01. As soon as practicable after any termination of such appointment, the Master Servicer shall shall, at its own expense, deliver the Receivable Contract Files to the Indenture Owner Trustee or its agent or as designated by the Indenture Trustee's agent Owner Trustee at such place(s) place or places as the Indenture Owner Trustee may reasonably designatedesignate and shall cooperate in good faith to effect such delivery.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer DCFS shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% Outstanding Amount of the Certificate BalanceNotes, by the Owner Trustee, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Closing Date and shall continue in full force and effect until terminated pursuant to this Section. If any the Servicer shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% the Outstanding Amount of the Notes or, with the consent of Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate. Notwithstanding any termination of the Servicer as custodian, the Indenture Trustee or Owner Trustee, as applicable, shall provide, or shall cause its agent to provide, access to the Receivable Files to the Servicer for the purpose of carrying out its duties and responsibilities with respect to the servicing of the Receivables hereunder.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer DFS shall resign as Servicer in accordance with Article VII of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under pursuant to Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% Outstanding Amount of the Note BalanceNotes or, if Notes have been paid in full, by the Owner Trustee or (d) Certificateholders by Holders of Certificates evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date Cut-off Date, and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer NMAC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer NMAC as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by the Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee Issuer may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files and the related accounts and records maintained by the (Nissan 2013-A Sale and Servicing Agreement) Servicer to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect unless and until terminated pursuant to this SectionSection 3.08. If First Merchants or any successor Servicer shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of First Merchants or any successor Servicer shall have been terminated under Section 8.18.02, the appointment of such Servicer as custodian shall may be terminated by: (a) by the Indenture TrusteeSecurity Insurer, (b) the Issuer or by the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% Outstanding Amount of the Note BalanceNotes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Security Insurer, the Indenture Trustee or such Holders Securityholders may terminate the rights and obligations of the Servicer under Section 8.18.02. The Indenture Trustee or, or with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, Servicer and without cause upon 30 days' prior cause, only by written notification to the ServicerServicer pursuant to Section 8.02. As soon as practicable after any termination of such appointment (but in no event more than 10 Business Days after any such termination of appointment), the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date Cut-off Date, and shall continue in full force and effect until terminated pursuant to this SectionSection 3.06. If any Servicer NMAC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer NMAC as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by the Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee Issuer may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.. 31 (Nissan 2013-C Sale and Servicing Agreement) ARTICLE IV Administration and Servicing of Receivables

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date Cut-off Date, and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer NMAC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer NMAC as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by the Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee Issuer may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to 31 (Nissan 2012-B Sale and Servicing Agreement) the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balancebeneficial interest in the Issuing Entity, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate. The Issuing Entity shall give notification to the Counterparty upon termination of the Servicer as custodian.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date Cut-off Date, and shall continue in full force and effect until terminated pursuant to this SectionSection 3.06. If any Servicer NMAC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer NMAC as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by the Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee Issuer may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Relevant Trustee or the Indenture Trustee's agent thereof at such place(s) place or places as the Indenture Relevant Trustee may reasonably designate.. 33 (Nissan 2015-B Sale and Servicing Agreement) ARTICLE IV Administration and Servicing of Receivables

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Cut-Off Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer E*Trade Consumer Finance shall resign as Servicer in accordance with this Agreement Article VII or if all of the rights and obligations of any Servicer shall have been terminated under pursuant to Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee acting at the Noteholders written direction of the Holders of Notes evidencing not less than 25% a majority of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% Balance of the Note BalanceNotes of the Controlling Class (or, if all the Notes have been paid in full, by the Owner Trustee or (d) Certificateholders evidencing not less than 25% of by the Certificate BalanceResidual Interestholder, in the same manner as the Indenture Trustee or such Holders of Notes may terminate the rights and obligations of the Servicer under Section 8.18.01). The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial [Initial] Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balancebeneficial interest in the Issuing Entity, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate. The Issuing Entity shall give notification to the Counterparties upon termination of the Servicer as custodian.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this SectionSection 2.8. If any the Servicer shall resign as Servicer in accordance with this Agreement under Section 7.5, or if all of the rights and obligations of any the Servicer shall have been terminated under Section 8.1, the appointment of such the Servicer as custodian shall hereunder may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note Balanceprincipal amount of the then Outstanding Notes or, (c) with the consent of Noteholders Holders of Notes evidencing not less than 25% of the Note Balanceprincipal amount of the then Outstanding Notes, by the Owner Trustee or (d) Certificateholders by Holders of Certificates evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver deliver, or cause to be delivered, the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Trustee Trustee, the Indenture Trustee's agent or the Indenture Trustee's agent designee at such place(s) place or places as the Indenture Trustee may reasonably designate.. ARTICLE III

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer CFC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% Outstanding Amount of the Certificate BalanceNotes, by the Owner Trustee, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.. Administration and Servicing of Receivables

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Closing Date and shall continue in full force and effect until terminated pursuant to this Section. If any the Servicer shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% the Outstanding Amount of the Notes or, with the consent of Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.reasonably

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer DCS shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% Outstanding Amount of the Certificate BalanceNotes, by the Owner Trustee, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's -------------------------------- appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer _______ shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any the Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any the Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders Holders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders Holders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) the Certificateholders holding Certificates evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders Noteholders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodiancustodian of the Receivable Files, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this SectionSection 2.8. If any the Servicer shall resign as Servicer in accordance with this Agreement under Section 7.5, or if all of the rights and obligations of any the Servicer shall have been terminated under Section 8.1, the appointment of such the Servicer as custodian shall hereunder may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note Balanceprincipal amount of the then Outstanding Notes or, (c) with the consent of Noteholders Holders of Notes evidencing not less than 25% of the Note Balanceprincipal amount of the then Outstanding Notes, by the Owner Trustee or (d) Certificateholders by Holders of Certificates evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver deliver, or cause to be delivered, the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Trustee Trustee, the Indenture Trustee's agent or the Indenture Trustee's agent designee at such place(s) place or places as the Indenture Trustee may reasonably designate.. ARTICLE III ADMINISTRATION

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section SECTION 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section SECTION 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's ’s appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% of the Certificate Balancebeneficial interest in the Issuer, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's ’s appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' ’ prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's ’s agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer shall resign as Servicer in accordance with this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.1, the appointment of such Servicer as custodian shall be terminated by: (a) the Indenture Trustee, (b) the Noteholders of Notes evidencing not less than 25[__]% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25[__]% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25[__]% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' days prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) as the Indenture Trustee may reasonably designate.

Effective Period and Termination. (a) The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect unless and until terminated pursuant to this SectionSection 3.08(a). If LSI or any successor Servicer shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of LSI or any successor Servicer shall have been terminated under Section 8.18.02, the appointment of such Servicer as custodian shall may be terminated by: (a) by the Note Insurer, the Issuer, the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note Balance, (c) with the consent of Noteholders of Notes evidencing not less than 25% Outstanding Amount of the Note BalanceNotes, by the Owner Trustee or by Holders (dother than the Seller or an affiliate thereof) Certificateholders of Certificates evidencing not less than 25% of the Certificate Balance, in the same manner as the Note Insurer, the Indenture Trustee or such Holders Securityholders may terminate the rights and obligations of the Servicer under Section 8.18.02. The Indenture Trustee or, or with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, Servicer and without cause upon 30 days' prior cause, only by written notification to the ServicerServicer pursuant to Section 8.02. As soon as practicable after any termination of such appointment (but in no event more than 10 Business Days after any such termination of appointment), the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) as the Indenture Trustee may reasonably designate.the

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer World Omni shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note Balance, the Trustee or (d) Certificateholders evidencing not less than 25% Outstanding Amount of the Certificate BalanceNotes, by the Owner Trustee, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment of the Servicer as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this SectionSection 2.8. If any the Servicer shall resign as Servicer in accordance with this Agreement under Section 6.5, or if all of the rights and obligations of any the Servicer shall have been terminated under Section 8.17.1, the appointment of such the Servicer as custodian shall hereunder may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than twenty-five percent (25% %) of the Note Balanceprincipal amount of the then Outstanding Notes or, (c) with the consent of Noteholders Holders of Notes evidencing not less than twenty-five percent (25% %) of the Note Balanceprincipal amount of the then Outstanding Notes, by the Owner Trustee or (d) Certificateholders by Holders of Certificates evidencing not less than twenty-five percent (25% %) of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer7.1. As soon as practicable after any termination of such appointment, the Servicer (at its own expense) shall deliver deliver, or cause to be delivered, the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Trustee or an agent or designee of the Indenture Trustee's agent Trustee (including any Successor Servicer) at such place(s) place or places as the Indenture Trustee may reasonably designate.. 29 35

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer CFC shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this SectionSection 2.8. If any the Servicer shall resign as Servicer in accordance with this Agreement under Section 7.5, or if all of the rights and obligations of any the Servicer shall have been terminated under Section 8.1, the appointment of such the Servicer as custodian shall hereunder may be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note Balanceprincipal amount of the then Outstanding Notes or, (c) with the consent of Noteholders Holders of Notes evidencing not less than 25% of the Note Balanceprincipal amount of the then Outstanding Notes, by the Owner Trustee or (d) Certificateholders by Holders of Certificates evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.1. The Indenture Trustee or, with the consent of the Indenture Trustee, the Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the Servicer, and without cause upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver deliver, or cause to be delivered, the Receivable Files and the related accounts and records maintained by the Servicer to the Indenture Trustee Trustee, the Indenture Trustee's agent or the Indenture Trustee's agent designee at such place(s) place or places as the Indenture Trustee may reasonably designate.. ARTICLE III

Effective Period and Termination. The Servicer's appointment as custodian shall become effective as of the Initial Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section. If any Servicer _______ shall resign as Servicer in accordance with the provisions of this Agreement or if all of the rights and obligations of any Servicer shall have been terminated under Section 8.18.01, the appointment of such Servicer as custodian shall be terminated by: (a) by the Indenture Trustee, (b) Trustee or by the Noteholders Holders of Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes or, (c) with the consent of Noteholders Holders of the Notes evidencing not less than 25% of the Note BalanceOutstanding Amount of the Notes, by the Owner Trustee or (d) by Certificateholders evidencing not less than 25% of the Certificate Balance, in the same manner as the Indenture Trustee or such Holders may terminate the rights and obligations of the Servicer under Section 8.18.01. The Indenture Trustee or, with the consent of the Indenture Trustee, the Owner Trustee may terminate the Servicer's appointment as custodian, with cause, at any time upon written notification to the ServicerServicer and, and without cause cause, upon 30 days' prior written notification to the Servicer. As soon as practicable after any termination of such appointment, the Servicer shall deliver the Receivable Files to the Indenture Trustee or the Indenture Trustee's agent at such place(s) place or places as the Indenture Trustee may reasonably designate.