Common use of Execution, Authentication and Delivery Clause in Contracts

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Term Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 540,206,000 and Variable Pay Revolving Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,3002,714,603. The Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes shall be issued in have an aggregate initial principal amount of $76,338,700210,000,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900158,000,000 and $172,206,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801respectively. Each of the Notes Note shall be dated the date of its authentication. The Term Notes shall be issuable as registered Book-Entry Notes and the Variable Pay Revolving Notes shall be issued as Definitive Notes, and each of the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in integral multiples of $1,000 in excess thereof. Each Class of the Variable Pay Revolving Notes shall be issued as a single note. Each Class of Variable Pay Revolving Note issued pursuant to Section 2.03 shall be issued with an initial Note Balance equal to the outstanding Note Balance of the related Class of Term Notes as of the related Targeted Final Payment Date. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 A Notes and Class B-1 the Mezzanine Notes for original issue in an aggregate initial principal amount of $894,748,501200,000,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,30064,500,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,70045,000,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $15,000,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $32,643,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,90023,809,000, and the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,80119,048,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 240,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300320,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700320,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,90078,600,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80018,610,000, and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount $31,030,000. The aggregate principal amount of $17,957,801. Each of the Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes shall be dated the date of its authenticationand Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300396,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700350,900,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900419,100,000, and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800135,450,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in any integral multiples multiple of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 314,300,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300392,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 442,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 101,700,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1A Notes, Class A-2the Mezzanine Notes, Class M-1, Class M-2 and the Class B-1 Notes and the Class B-2 Notes for original issue in an aggregate initial principal amount of $894,748,501173,000,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,30049,000,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,70042,300,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $16,100,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $21,600,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,90019,000,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,80011,000,000, and the Class B-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $17,957,80110,000,000, and the Class B-2 Notes shall be issued in an aggregate initial Note Balance of $4,000,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 352,000,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300528,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700528,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 152,000,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80040,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issued issuable as registered Notes in an aggregate initial principal amount minimum denominations of $17,957,8011,000 and integral multiples of $1,000 in excess thereof. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 265,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300443,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 442,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 100,000,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 303,000,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300450,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700360,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 105,800,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80031,200,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300270,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700443,300,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900443,300,000, and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80093,400,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2022-B Indenture)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request receipt of an Issuing Entity Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 180,500,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300368,090,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700368,080,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,90096,650,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 31,920,000 and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80115,960,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in excess thereofSection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Issuing Entity Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 201,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300208,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700213,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900127,995,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 24,366,000 and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80124,367,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request receipt of an Issuing Entity Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 211,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300348,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 347,000,000 Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,90082,950,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 31,150,000 and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80115,570,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B and Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples thereof; provided, that the minimum amounts of $1,000 any Retained Notes shall be subject to the restrictions set forth in excess thereofSection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300613,800,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700434,300,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 587,800,000 and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800114,100,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes in minimum denominations of $1,000. Each Note shall be issuable in dated the minimum initial Note Principal Balances date of $25,000 and in integral multiples of $1,000 in excess thereofits authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes Each Note shall be executed by manual or facsimile signature on behalf of the Issuer Co-Issuers by any of its Authorized Officers. The signature of any such an Authorized Officer on of the Notes may be manual or facsimileCo-Issuers. Notes bearing the manual or facsimile signature of individuals an individual who were was, at any the time Authorized Officers when such signature was affixed, authorized to sign on behalf of the Issuer Co-Issuers shall bind the Issuernot be rendered invalid, notwithstanding the fact that such individuals or any of them have individual ceased to hold such offices be so authorized prior to the authentication and delivery of such Notes or did does not hold such offices office at the date of issuance of such Notes. The Indenture Trustee On the Closing Date, the Note Registrar shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A Notes for original issue in an aggregate initial principal amount of $894,748,501. The 1,601,280,000, Class A-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300427,000,000, the Class A-2 C Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700331,200,000, the Class M-1 D Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the 199,810,000 and Class M-2 E Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80061,580,000. At any time and from time to time after the execution and delivery of this Indenture, the Co-Issuers may deliver Notes executed by all of the Co-Issuers to the Note Registrar for authentication and delivery, and the Class B-1 Note Registrar, upon an Issuer Order executed by the Co-Issuers, shall authenticate and deliver such Notes shall be issued as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes this Indenture and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereofnot otherwise. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by or on behalf of the Indenture Trustee Note Registrar by the manual signature of one of its a duly authorized signatoriessignatory, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the each Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 of Notes for original issue in an aggregate initial principal amount equal to the Initial Note Principal Balance or Initial Notional Amount, as applicable, for such Class of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801Notes. Each of the Notes shall be dated the date of its authentication. The Class A-1 Notes and Class A-2 Notes shall be issuable as registered Notes in book-entry form and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. The Class X Notes shall be issuable as registered Notes in physical form and the Notes shall be issuable in the minimum initial Notional Amount of $25,000 and in integral multiples of $1 in excess thereof. The Class M, Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Notes shall be issuable as registered Notes in physical form and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 326,700,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300550,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700550,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 133,300,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80040,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issued issuable as registered Notes in an aggregate initial principal amount minimum denominations of $17,957,8011,000 and integral multiples of $1,000 in excess thereof. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 435,000,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300623,700,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700514,500,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 133,000,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80043,800,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300162,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700352,000,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900401,000,000, and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80085,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2020-A Indenture)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 240,000,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300450,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700393,040,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 86,960,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80030,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issued issuable as registered Notes in an aggregate initial principal amount minimum denominations of $17,957,8011,000 and integral multiples of $1,000 in excess thereof. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes Bonds may be manual or facsimile. Notes Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices at the date of such NotesBonds. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes B Bonds for original issue in an aggregate initial principal amount of $894,748,501199,003,831. The Class A-1 Notes Bonds shall be issued in an aggregate initial principal amount of $687,048,300174,503,831, the Class A-2 Notes M-1 Bonds shall be issued in an aggregate initial principal amount of $76,338,7009,500,000, the Class M-1 Notes M-2 Bonds shall be issued in an aggregate initial principal amount of $78,385,900, 8,000,000 and the Class M-2 Notes B Bonds shall be issued in an aggregate initial principal amount of $35,017,800, and the 7,000,000. The Class B-1 Notes A-IO Bonds shall be issued in an aggregate initial principal notional amount of $17,957,80125,000,000. Each of the Notes Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Notes Bonds shall be issuable in the minimum initial Note Bond Principal Balances or Notional Amounts of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request receipt of an Issuing Entity Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 135,000,000, Class A-1 A-2a Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300215,250,000, the Class A-2 A-2b Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,70070,000,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900190,180,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80036,710,000, and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80157,050,000, Class D Notes for original issue in an aggregate principal amount of $39,900,000 and Class E Notes for original issue in an aggregate principal amount of $29,920,000. The aggregate principal amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Retained Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 250,000 and in integral multiples of $1,000 1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in excess thereofSection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 441,000,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300622,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700508,200,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 135,000,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80043,800,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1I-A, Class A-2II-A, Class I-M-1, Class M-2 II-M-1, Class I-M-2, Class II-M-2, Class I-B and Class B-1 II-B Notes for original issue in an aggregate initial principal amount of $894,748,501989,196,000. The Class A-1 I-A Notes shall be issued in an aggregate initial principal amount of $687,048,300200,000,000, the Class A-2 II-A Notes shall be issued in an aggregate initial principal amount of $76,338,700680,790,000, the Class I-M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,9009,551,000, the Class II-M-1 Notes shall be issued in an aggregate initial principal amount of $32,637,000, the Class I-M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,8009,439,000, and the Class B-1 II-M-2 Notes shall be issued in an aggregate initial principal amount of $17,957,80132,637,000, the Class I-B Notes shall be issued in an aggregate initial principal amount of $4,944,000 and the Class II-B Notes shall be issued in an aggregate initial principal amount of $19,198,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300179,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700243,000,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 343,000,000 and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80085,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (Nissan 2014-B Indenture)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 195,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300360,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 350,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 95,000,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 262,400,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300380,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700380,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,90076,390,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80021,340,000, and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount $35,560,000. The aggregate principal amount of $17,957,801. Each of the Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes shall be dated the date of its authenticationand Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 257,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300421,100,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700421,100,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900125,090,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80023,780,000, and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount $39,620,000. The aggregate principal amount of $17,957,801. Each of the Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes shall be dated the date of its authenticationand Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501800,253,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, have the following Initial Note Balances: Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the AV-1 $ 56,800,000 Class AV-2 $ 23,500,000 Class AV-3 $ 29,700,000 Class AF-1 $ 194,300,000 Class AF-2 $ 116,400,000 Class AF-3 $ 82,200,000 Class AF-4 $ 68,400,000 Class AF-5 $ 46,694,000 Class AF-6 $ 56,444,000 Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the $ 25,988,000 Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the $ 24,338,000 Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801. M-3 $ 14,438,000 Class M-4 $ 14,025,000 Class M-5 $ 11,963,000 Class M-6 $ 10,313,000 Class M-7 $ 9,075,000 Class M-8 $ 8,250,000 Class M-9 $ 7,425,000 Class N-1 $ 29,700,000 Class N-2 $ 4,700,000 Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof; provided that Offered Notes must be purchased in minimum total investments of $100,000 per Class. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 379,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300291,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 388,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 259,600,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300268,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700438,000,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900438,000,000, and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800106,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2019-B Indenture)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501equal to the Initial Aggregate Note Balance. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300I-A-1, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700I-A-2, the Class II-A-1, Class II-A-2, Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the and Class M-2 Notes shall be issued in an aggregate have initial principal amount amounts of $35,017,800the Initial Class I-A-1 Note Balance, Initial Class I-A-2 Note Balance, Initial Class II-A-1 Note Balance, Initial Class II-A-2 Note Balance, Initial Class M-1 Note Balance and the Initial Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801M-2 Note Balance, respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes Book-Entry Notes, and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300158,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700222,000,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 336,000,000 and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80084,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (Nissan 2013-C Indenture)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 244,400,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300315,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 320,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 120,600,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 331,000,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300574,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700638,500,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 162,750,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80043,750,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issued issuable as registered Notes in an aggregate initial principal amount minimum denominations of $17,957,8011,000 and integral multiples of $1,000 in excess thereof. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300219,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700330,000,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 351,000,000 and the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800100,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (Nissan 2014-A Indenture)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon an Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in (i) an aggregate initial principal amount of $894,748,501. The 323,600,000 with respect to the Class A-1 Notes shall be issued in an aggregate initial principal amount of Notes, $687,048,300, 306,230,000 with respect to the Class A-2 Notes, $322,790,000 with respect to the Class A-3 Notes, $294,510,000 with respect to the Class A-4 Notes, $325,130,000 with respect to the Class A-5 Notes, $94,810,000 with respect to the Class B Notes, $92,450,000 with respect to the Class C Notes shall be issued in and $83,870,000 with respect to the Class D Notes and (ii) an aggregate initial principal amount Notional Amount of $76,338,700, 325,130,000 with respect to the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801A-IO Notes. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in minimum denominations (or in the case of the Class A-IO Notes, minimum initial Note Principal Balances Notional Amounts) of $25,000 100,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 325,000,000.00, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300520,000,000.00, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 510,000,000.00 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 329,367,000.00. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 250,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300600,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 353,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 240,742,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples thereof; provided that the minimum denomination of the Class A-1 Notes shall be $1,000 in excess thereof1,000,000. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 557,000,000, Class A-1 A-2 Notes shall be issued for original issue in an the aggregate initial principal amount of $687,048,300279,500,000, Class B Notes for original issue in the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, 54,600,000 and Class C Notes for original issue in the Class M-1 Notes shall be issued in an C Stated Principal Amount of $54,597,630. The aggregate initial principal amount of $78,385,900Class A-1 Notes, the Class M-2 A-2 Notes, Class B Notes shall be issued and Class C Notes outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Class A-1 Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 100,000 and in integral multiples of $1,000 in excess thereof. The Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000,000 and in integral multiples of $1 in excess thereof. The Class A-2 Notes and Class B Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 219,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300238,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 317,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 186,850,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon receipt of an Issuer Request Order, authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue (i) Class A-1 Notes in an aggregate initial principal amount of $894,748,501. The 180,000,000, (ii) Class A-1 A-2 Notes shall be issued in an aggregate initial principal amount of $687,048,300254,000,000, the (iii) Class A-2 A-3 Notes shall be issued in an aggregate initial principal amount of $76,338,700233,000,000, the (iv) Class M-1 A-4 Notes shall be issued in an aggregate initial principal amount of $78,385,900129,328,157, the (v) Class M-2 B Notes shall be issued in an aggregate initial principal amount of $35,017,80012,707,364, and the (vi) Class B-1 C Notes shall be issued in an aggregate initial principal amount of $17,957,80116,943,152, and (vii) Class D Notes in an aggregate principal amount of $21,178,941. The aggregate principal amount of such Classes of Notes Outstanding at any time may not exceed such respective amounts, except as otherwise provided in Section 2.05. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof or in such other denomination as shall be necessary. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class 1-A-1, Class 1-A-2, Class 1-M-1, Class M-2 1-M-2, Class 1-B-1, Class 2-A, Class 2-M-1, Class 2-M-2, and Class 2-B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501665,395,000. The Class 1-A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300452,780,000, the Class 1-A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,70050,314,000, the Class 1-M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,90051,216,000, the Class 1-M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,80026,060,000, and the Class 1-B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,80114,850,000, the Class 2-A Notes shall be issued in an aggregate initial principal amount of $60,740,000, the Class 2-M-1 Notes shall be issued in an aggregate initial principal amount of $5,715,000, the Class 2-M-2 Notes shall be issued in an aggregate initial principal amount of $2,290,000 and the Class 2-B-1 Notes shall be issued in an aggregate initial principal amount of $1,430,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501759,075,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, have the following Initial Note Balances: Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the AV-1 $ 91,200,000 Class AV-2 $ 36,100,000 Class AV-3 $ 47,700,000 Class AF-1 $ 162,200,000 Class AF-2 $ 91,100,000 Class AF-3 $ 63,700,000 Class AF-4 $ 37,800,000 Class AF-5 $ 25,825,000 Class AF-6 $ 57,500,000 Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the $ 24,000,000 Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the $ 20,625,000 Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801. M-3 $ 14,250,000 Class M-4 $ 11,625,000 Class M-5 $ 11,250,000 Class M-6 $ 10,875,000 Class M-7 $ 7,500,000 Class M-8 $ 6,375,000 Class M-9 $ 9,000,000 Class N $ 30,450,000 Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A‑1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 359,600,000, the Class A-1 A‑2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300555,450,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700555,450,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, 176,540,000 and the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,80042,240,000. The aggregate principal amount of the Class A‑1 Notes, the Class A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B-1 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issued issuable as registered Notes in an aggregate initial principal amount minimum denominations of $17,957,8011,000 and integral multiples of $1,000 in excess thereof. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Issuing Entity Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 186,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300240,000,000, the Class A-2 A-3a Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700134,000,000, the Class M-1 A-3b Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,90065,000,000, the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 125,000,000 and the Class B-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80157,851,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3a Notes, Class A-3b Notes, Class A-4 Notes and Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 450,000,000, Class A-1 A-2 Notes shall be issued for original issue in an the aggregate initial principal amount of $687,048,300450,000,000, Class A-3 Notes for original issue in the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, 350,000,000 and Class A-4 Notes for original issue in the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 469,000,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Class A-1 Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 100,000 and in integral multiples of $1,000 in excess thereof. The Class A-2 Notes, Class A-3 Notes and Class A-4 Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 230,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300315,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 270,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 189,260,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 A Notes and Class B-1 the Mezzanine Notes for original issue in an aggregate initial principal amount of $894,748,5011,479,260,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,300603,942,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,700319,358,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $85,345,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $200,000,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,900103,381,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,80079,817,000, and the Class B-1 M-3 Notes shall be issued in an aggregate initial principal amount Note Balance of $17,957,80126,605,000, the Class M-4 Notes shall be issued in an aggregate initial Note Balance of $22,805,000, the Class M-5 Notes shall be issued in an aggregate initial Note Balance of $18,243,000 and the Class M-6 Notes shall be issued in an aggregate initial Note Balance of $19,764,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 380,000,000, Class A-1 A-2 Notes shall be issued for original issue in an the aggregate initial principal amount of $687,048,300700,000,000, Class A-3 Notes for original issue in the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, 550,000,000 and Class A-4 Notes for original issue in the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 372,000,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Class A-1 Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 100,000 and in integral multiples of $1,000 in excess thereof. The Class A-2 Notes, Class A-3 Notes and Class A-4 Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver Notes for original issue in an amount equal to the Initial Aggregate Note Balance. The Class A-1, Class A-2, Class M-1A-3, Class M-2 A-4, Class A-5 and Class B-1 A-6 Notes for original issue in an aggregate shall have initial principal amount amounts of $894,748,501. The the Initial Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300Note Balance, the Initial Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700Note Balance, the Initial Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900A-3 Note Balance, the Initial Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800A-4 Note Balance, Initial Class A-5 and the Initial Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801A-6 Note Balance, respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes Book-Entry Notes, and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 2,238,199,000, of which $468,000,000 shall be denominated Class A-1 Notes Notes, $195,000,000 shall be issued in an aggregate initial principal amount of $687,048,300, the denominated Class A-2 Notes Notes, $349,000,000 shall be issued in an aggregate initial principal amount of denominated Class A-3 Notes, $76,338,700, the Class M-1 Notes 331,870,000 shall be issued in an aggregate initial principal amount of denominated Class A-4 Notes, $78,385,900, the Class M-2 Notes 720,000,000 shall be issued in an aggregate initial principal amount of denominated Class A-5 Notes, $35,017,800, and the Class B-1 Notes 73,106,000 shall be issued in an aggregate initial principal amount of denominated Class B Notes and $17,957,801101,223,000 shall be denominated Class C Notes. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable notes in the minimum initial Note Principal Balances denominations of $25,000 100,000 and in integral multiples additional increments of $1,000 in excess thereof1,000. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 M-2, Class M-3, Class M-4, Class B-1, Class B-2 and Class B-1 B-3 Notes for original issue in an aggregate initial principal amount of $894,748,501707,808,000.00. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700585,573,000.00, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,90053,365,000.00, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,80027,764,000.00, and the Class M-3 Notes shall be issued in an aggregate initial principal amount of $19,471,000.00, the Class M-4 Notes shall be issued in an aggregate initial principal amount of $3,606,000.00, the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,8019,736,000.00, the Class B-2 Notes shall be issued in an aggregate initial principal amount of $4,687,000.00 and the Class B-3 Notes shall be issued in an aggregate initial principal amount of $3,606,000.00. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,5011,113,522,000. The Class A-1 A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-6 Notes and Class A-IO Notes shall be issued in an aggregate have initial principal amount or notional amounts of $687,048,300the Initial Class A-1 Note Balance, the Initial Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700Note Balance, the Initial Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900A-3 Note Balance, the Initial Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800A-4 Note Balance, Initial Class A-5 Note Balance, Initial Class A-6 Note Balance and the Initial Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801A-IO Notional Amount, respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes Notes, other than the Class A-IO Notes, shall be issuable as registered Notes Notes, and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and integral multiples of $1,000 in excess thereof. The Class A-IO Notes shall be issued in minimum denominations of $2,000,000 Notional Amount and in integral multiples of $1,000 1,000,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 A Notes and Class B-1 M Notes for original issue in an aggregate initial principal amount of $894,748,501215,651,800. The Class A-1 A Notes shall be issued in an aggregate initial principal amount of $687,048,300, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700197,860,600, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, 11,321,700 and the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,8016,469,500. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501152,239,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300Notes, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700Notes, the Class A-3 Notes, Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900Notes, the Class M-2 Notes and Class B Notes shall be issued in an aggregate have initial principal amount amounts of $35,017,80058,472,000, $16,387,000, $40,306,000, $15,776,000, $11,832,000 and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,8019,466,000, respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes, and the Class A Notes and the Class M-1 Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and integral multiples of $1,000 in excess thereof. The Class M-2 Notes and the Class B Notes shall be issuable in minimum denominations of $250,000 and integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 159,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300179,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 171,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 103,542,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 546,670,000, Class A-1 A-2 Notes shall be issued for original issue in an the aggregate initial principal amount of $687,048,300523,000,000, Class A-3 Notes for original issue in the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, 487,000,000 and Class A-4 Notes for original issue in the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 490,000,000. The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Class A-1 Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 100,000 and in integral multiples of $1,000 in excess thereof. The Class A-2 Notes, Class A-3 Notes and Class A-4 Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,50179,919,000 with respect to the Class A-1 Notes, $49,800,000 with respect to the Class A-2 Notes, $57,551,000 with respect to the Class A-3 Notes, $30,982,000 with respect to the Class A-4 Notes, $38,721,000 with respect to the Class A- 5 Notes, $63,225,000 with respect to the Class A-6 Notes, and $54,802,000 with respect to the Class A-7 Notes. The Class A-1 Indenture Trustee shall upon Issuer Request authenticate and deliver Notes shall be issued for original issue in an aggregate initial principal notional amount of $687,048,300, 37,500,000 with respect to the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801A-IO Notes. Each of the The Notes shall be dated the date of its their authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances or Notional Amounts of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Issuing Entity Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 266,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300336,000,000, the Class A-2 A-3a Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700210,000,000, the Class M-1 A-3b Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900107,000,000, the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 181,000,000 and the Class B-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80170,588,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3a Notes, Class A-3b Notes, Class A-4 Notes and Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300342,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700416,600,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900342,200,000, the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 117,950,000 and the Class B-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80131,251,000. Each The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class A-4 Notes shall be dated and the date of its authenticationClass B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501665,222,000. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class A-5 Notes and Class A-IO Notes shall be issued in an aggregate have initial principal amount amounts of $687,048,300254,826,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,70053,199,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900161,817,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800109,924,000, $85,456,000 and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,8010, respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes Notes, and the Notes Notes, other than the Class A-IO Notes, shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 250,000 and in integral multiples of $1,000 in excess thereof. The Class A-IO Notes shall issued in minimum denominations of $1,000,000 Notional Amount and integral multiples of $1,000,000 in excess thereof; provided, however, that one Class A-IO Note may be issued in a minimum denomination of $1,522,000 or an integral multiple of $1,000,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon receipt of an Issuer Request Order, authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue (i) Class A-1 Notes in an aggregate initial principal amount of $894,748,501. The 200,000,000, (ii) Class A-1 A-2 Notes shall be issued in an aggregate initial principal amount of $687,048,300356,000,000, the (iii) Class A-2 A-3 Notes shall be issued in an aggregate initial principal amount of $76,338,700306,000,000, the (iv) Class M-1 A-4 Notes shall be issued in an aggregate initial principal amount of $78,385,900132,549,665, the (v) Class M-2 B Notes shall be issued in an aggregate initial principal amount of $35,017,80015,870,473, and the (vi) Class B-1 C Notes shall be issued in an aggregate initial principal amount of $17,957,80121,160,631, and (vii) Class D Notes in an aggregate principal amount of $26,450,790. The aggregate principal amount of such Classes of Notes Outstanding at any time may not exceed such respective amounts, except as otherwise provided in Section 2.05. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof or in such other denomination as shall be necessary. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 225,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300225,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700240,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900175,000,000, the Class M-2 A-5 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 290,000,000 and the Class B-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80145,000,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class A-5 Notes and Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1A Notes, the Mezzanine Notes and the Class A-2, Class M-1, Class M-2 and Class B-1 B Notes for original issue in an aggregate initial principal amount of $894,748,501156,187,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,30040,692,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,70039,295,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $13,428,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $19,897,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,90015,750,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,80011,375,000, and the Class B-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $17,957,80112,250,000, and the Class B-2 Notes shall be issued in an aggregate initial Note Balance of $3,500,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 100,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 267,000,000 Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300, the 267,000,000 Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700, the 419,000,000 and Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an 218,300,000 The aggregate initial principal amount of $35,017,800Class A-1 Notes, Class A-2 Notes, Class A-3 Notes and the Class B-1 A-4 Notes shall be issued outstanding at any time may not exceed such respective amounts except as provided in an aggregate initial principal amount of $17,957,801. Each of the Notes shall be dated the date of its authenticationSection 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereofthereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the U.S. Dollar denominated Notes in an aggregate principal amount of $1,536,368,000, and the London Paying Agent, which is hereby appointed as authenticating agent (the “Authenticating Agent”), shall upon direction from the Issuer authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue A-6 Global Note Certificates in an the aggregate initial principal amount of $894,748,501€872,577,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, the Class A-2 Notes shall be issued Outstanding at any time may not exceed such amount except as provided in an aggregate initial principal amount of $76,338,700, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801Section 2.5. Each of the Notes Note shall be dated the date of its authentication. The LIBOR Notes shall be issuable as registered Notes notes in minimum denominations of $100,000 and additional increments of $1,000, and the Class A-6 Notes shall be issuable as registered notes in the minimum initial Note Principal Balances denominations of $25,000 €100,000 and in integral multiples additional increments of $1,000 in excess thereof€1. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501761,265,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, have the following Initial Note Balances: Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the AV-1 $ 91,827,000 Class AV-2 $ 34,820,000 Class AV-3 $ 48,353,000 Class AF-1 $ 167,066,000 Class AF-2 $ 88,399,000 Class AF-3 $ 64,559,000 Class AF-4 $ 34,104,000 Class AF-5 $ 23,487,000 Class AF-6 $ 57,510,000 Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the $ 25,125,000 Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the $ 22,125,000 Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801. M-3 $ 13,500,000 Class M-4 $ 13,500,000 Class M-5 $ 10,875,000 Class M-6 $ 9,750,000 Class M-7 $ 9,000,000 Class M-8 $ 7,500,000 Class M-9 $ 7,500,000 Class N $ 32,265,000 Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501634,646,000. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class A-5 Notes and Class A-IO Notes shall be issued in an aggregate have initial principal amount amounts of $687,048,300366,447,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700161,627,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,90020,875,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,80022,233,000, $63,464,000 and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,8010, respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes Notes, and the Notes Notes, other than the Class A-IO Notes, shall be issuable in the minimum initial denominations representing Note Principal Balances of $25,000 250,000 and in integral multiples of $1,000 in excess thereof. The Class A-IO Notes shall be issued in minimum denominations of $1,000,000 and in integral multiples of $1,000,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501102,720,000 with respect to the Class A1 Notes, $53,447,000 with respect to the Class A2 Notes, $72,751,000 with respect to the Class A3 Notes, $32,028,000 with respect to the Class A4 Notes, $49,652,000 with respect to the Class A 5 Notes, $71,210,000 with respect to the Class A6 Notes, and $68,192,000 with respect to the Class A7 Notes. The Class A-1 Indenture Trustee shall upon Issuer Request authenticate and deliver Notes shall be issued for original issue in an aggregate initial principal notional amount of $687,048,300, 45,000,000 with respect to the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801AIO Notes. Each of the The Notes shall be dated the date of its their authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances or Notional Amounts of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501845,450,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of have the following Initial Note Balances: Class AV-2 $687,048,300, the 15,631,000.00 Class A-2 Notes shall be issued in an aggregate initial principal amount of AV-3 $76,338,700, the 11,404,000.00 Class AF-1 $263,200,000.00 Class AF-2 $53,300,000.00 Class AF-3 $153,200,000.00 Class AF-4 $42,400,000.00 Class AF-5 $74,975,000.00 Class AF-6 $51,000,000.00 Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the 32,725,000.00 Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the 23,800,000.00 Class B-1 Notes shall be issued in an aggregate initial principal amount of M-3 $17,957,801. 14,025,000.00 Class M-4 $13,175,000.00 Class M-5 $11,475,000.00 Class M-6 $9,775,000.00 Class M-7 $9,775,000.00 Class M-8 $7,225,000.00 Class M-9 $8,500,000.00 Class N $26,600,000.00 Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof; provided that Offered Notes must be purchased in minimum total investments of $100,000 per Class. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Responsible Officers. The signature of any such Authorized Responsible Officer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Responsible Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. . (c) The Indenture Trustee shall shall, upon Issuer Request Order, authenticate and deliver the 6.30% Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Asset Backed Notes for original issue in an aggregate initial principal amount of $894,748,501. The 326,000,000, 6.80% Class A-1 A-2 Asset Backed Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300210,000,000, the 7.00% Class A-2 A-3 Asset Backed Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700142,000,000, the and 7.55% Class M-1 B Asset Backed Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,90062,000,000. The aggregate principal amounts of 6.30% Class A-1 Asset Backed Notes, the 6.80% Class M-2 A-2 Asset Backed Notes, 7.00% Class A-3 Asset Backed Notes shall be issued and 7.55% Class B Asset Backed Notes outstanding at any time may not exceed those respective amounts except as provided in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801. Section 2.6. (d) Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. . (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 M-2, Class M-3, Class M-4, Class B-1, Class B-2 and Class B-1 B-3 Notes for original issue in an aggregate initial principal amount of $894,748,501713,502,000.00. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300531,230,000.00, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,70059,026,000.00, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,90049,458,000.00, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,80026,714,000.00, and the Class M-3 Notes shall be issued in an aggregate initial principal amount of $19,133,000.00, the Class M-4 Notes shall be issued in an aggregate initial principal amount of $3,610,000.00, the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,80112,274,000.00, the Class B-2 Notes shall be issued in an aggregate initial principal amount of $7,220,000.00 and the Class B-3 Notes shall be issued in an aggregate initial principal amount of $4,837,000.00. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300342,000,000, the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700416,600,000, the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900342,200,000, the Class M-2 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 117,950,000 and the Class B-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80131,251,000. Each The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class A-4 Notes shall be dated and the date of its authenticationClass B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 350,000,000, Class A-1 A-2a Notes shall be issued for original issue in an the aggregate initial principal amount of $687,048,30075,000,000, Class A-2b Notes for original issue in the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700310,000,000, Class A-3a Notes for original issue in the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900275,000,000, Class A-3b Notes for original issue in the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800190,000,000, and Class A-4 Notes for original issue in the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801190,300,000, Class B Notes for original issue in an aggregate principal amount of $83,100,000, Class C Notes for original issue in the aggregate principal amount of $34,000,000 and Class D Notes for original issue in the Class D Stated Principal Amount of $11,382,481. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Class A-1 Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 100,000 and in integral multiples of $1,000 in excess thereof. The Class D Notes shall be issuable as registered Notes in the minimum denomination of $1,000,000 and in integral multiples of $1 in excess thereof. The Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 A Notes and Class B-1 the Mezzanine Notes for original issue in an aggregate initial principal amount of $894,748,5011,107,170,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,300655,152,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,700100,000,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $111,682,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $37,791,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,90073,963,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,80061,447,000, and the Class B-1 M-3 Notes shall be issued in an aggregate initial principal amount Note Balance of $17,957,80119,913,000, the Class M-4 Notes shall be issued in an aggregate initial Note Balance of $18,206,000, the Class M-5 Notes shall be issued in an aggregate initial Note Balance of $15,362,000 and the Class M-6 Notes shall be issued in an aggregate initial Note Balance of $13,654,0000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 86,995,000 with respect to the Class A-1 Notes shall be issued in an aggregate initial principal amount of Notes, $687,048,300, 40,382,000 with respect to the Class A-2 Notes shall be issued in an aggregate initial principal amount of Notes, $76,338,70011,272,000 with respect to the Class A-3 Notes, $11,239,000 with respect to the Class A-4 Notes, $12,899,500 with respect to the Class A- 5 Notes, $15,412,500 with respect to the Class M-1 Notes shall be issued in an aggregate initial principal amount of Notes, $78,385,900, 14,400,000 with respect to the Class M-2 Notes shall be issued in an aggregate initial principal amount of Notes, $35,017,800, and 4,724,900 with respect to the Class B-1 M-3 Notes, $4,949,900 with respect to the Class M-4 Notes, $4,499,900 with respect to the Class M-5 Notes, $4,162,500 with respect to the Class M-6 Notes, $4,500,000 with respect to the Class M-7 Notes, $5,737,500 with respect to the Class M-8 Notes shall be issued in an aggregate initial principal amount of and $17,957,8013,712,500 with respect to the Class M-9 Notes. Each of the The Notes shall be dated the date of its their authentication. The Notes shall be issuable as registered Notes. The Class A Notes and the Class M-1 Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 100,000 and in integral multiples of $1,000 1 in excess thereof. The Class M-2 Notes, Class M-3 Notes, Class M-4 Notes, Class M-5 Notes, Class M-6 Notes, Class M-7 Notes, Class M-8 Notes and Class M-9 Notes shall be issuable in the minimum initial Note Balances of $250,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 M-2, Class M-3, Class M-4 and Class B-1 B Notes for original issue in an aggregate initial principal amount of $894,748,501888,835,000.00. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300661,468,000.00, the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,70073,496,000.00, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,90072,410,000.00, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,80036,205,000.00, and the Class B-1 M-3 Notes shall be issued in an aggregate initial principal amount of $17,957,80128,964,000.00, the Class M-4 Notes shall be issued in an aggregate initial principal amount of $9,956,000.00 and the Class B Notes shall be issued in an aggregate initial principal amount of $6,336,000.00. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,50185,172,000 with respect to the Class A-1 Notes, $55,403,000 with respect to the Class A-2 Notes, $63,739,000 with respect to the Class A-3 Notes, $35,213,000 with respect to the Class A-4 Notes, $42,937,000 with respect to the Class A- 5 Notes, $71,705,000 with respect to the Class A-6 Notes, and $70,831,000 with respect to the Class A-7 Notes. The Class A-1 Indenture Trustee shall upon Issuer Request authenticate and deliver Notes shall be issued for original issue in an aggregate initial principal notional amount of $687,048,300, 42,500,000 with respect to the Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801A-IO Notes. Each of the The Notes shall be dated the date of its their authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances or Notional Amounts of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1A Notes, the Mezzanine Notes and the Class A-2, Class M-1, Class M-2 and Class B-1 B Notes for original issue in an aggregate initial principal amount of $894,748,501165,300,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,30044,500,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,70043,000,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $14,300,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $21,225,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,90017,575,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,80013,300,000, and the Class B-1 B Notes shall be issued in an aggregate initial principal amount Note Balance of $17,957,80111,400,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300$ , the Class A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700$ , the Class M-1 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900, the Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800$ , and the Class B-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,801$ . Each The aggregate principal amount of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, and the Class A-4 Notes shall be dated the date of its authenticationoutstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in any integral multiples multiple of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon receipt of an Issuer Request Order, authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue (i) Class A-1 Notes in an aggregate initial principal amount of $894,748,501. The 205,000,000, (ii) Class A-1 A-2 Notes shall be issued in an aggregate initial principal amount of $687,048,300232,000,000, the (iii) Class A-2 A-3 Notes shall be issued in an aggregate initial principal amount of $76,338,700211,000,000, the (iv) Class M-1 A-4 Notes shall be issued in an aggregate initial principal amount of $78,385,90093,070,000, the (v) Class M-2 B Notes shall be issued in an aggregate initial principal amount of $35,017,80018,080,000, and the (vi) Class B-1 C Notes shall be issued in an aggregate initial principal amount of $17,957,80116,070,000 and (vii) Class D Notes in an aggregate principal amount of $28,119,898. The aggregate principal amount of such Classes of Notes Outstanding at any time may not exceed such respective amounts, except as otherwise provided in Section 2.05. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 1 in excess thereofthereof or in such other denomination as shall be necessary. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 229,500,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300230,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700321,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900266,235,000, the Class M-2 B Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 47,200,000 and the Class B-1 C Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80116,659,100. Each The aggregate principal amount of the Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes shall be dated the date of its authenticationand Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request Order authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 A-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 280,000,000, Class A-1 A-2 Notes shall be issued for original issue in an aggregate initial principal amount of $687,048,300250,000,000, the Class A-2 A-3 Notes shall be issued for original issue in an aggregate initial principal amount of $76,338,700235,000,000, the Class M-1 A-4 Notes shall be issued for original issue in an aggregate initial principal amount of $78,385,900200,000,000, the Class M-2 A-5 Notes shall be issued for original issue in an aggregate initial principal amount of $35,017,800, 190,000,000 and the Class B-1 B Notes shall be issued for original issue in an aggregate initial principal amount of $17,957,80145,000,000. The aggregate principal amount of Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class A-5 Notes and Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances denomination of $25,000 1,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501229,865,170. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-5 Notes shall be issued in an aggregate have initial principal amount of $687,048,300amounts equal to the Initial Class A-1 Note Balance, the Initial Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700Note Balance, the Initial Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900A-3 Note Balance, the Initial Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800A-4 Note Balance and Initial Class A-5 Note Balance, and the Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801respectively. Each of the Notes Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes Notes, and the Notes shall be issuable in the minimum initial Note Principal Balances denominations of $25,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 A Notes and Class B-1 the Mezzanine Notes for original issue in an aggregate initial principal amount of $894,748,5012,414,830,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $687,048,300975,301,000, the Class A-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $76,338,700243,825,000, the Class A-3 Notes shall be issued in an aggregate initial Note Balance of $320,000,000, the Class A-4 Notes shall be issued in an aggregate initial Note Balance of $393,870,000, the Class A-5 Notes shall be issued in an aggregate initial Note Balance of $21,515,000, the Class M-1 Notes shall be issued in an aggregate initial principal amount Note Balance of $78,385,900123,167,000, the Class M-2 Notes shall be issued in an aggregate initial principal amount Note Balance of $35,017,80080,867,000, and the Class B-1 M-3 Notes shall be issued in an aggregate initial principal amount Note Balance of $17,957,80148,520,000, the Class M-4 Notes shall be issued in an aggregate initial Note Balance of $47,276,000, the Class M-5 Notes shall be issued in an aggregate initial Note Balance of $37,323,000, the Class M-6 Notes shall be issued in an aggregate initial Note Balance of $36,079,000, the Class M-7 Notes shall be issued in an aggregate initial Note Balance of $34,835,000, the Class M-8 Notes shall be issued in an aggregate initial Note Balance of $24,882,000 and the Class M-9 Notes shall be issued in an aggregate initial Note Balance of $27,370,000. Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501633,038,000. The Class A-1 Notes shall be issued in an aggregate initial principal amount of $687,048,300, have the following Initial Note Balances: Class A-2 Notes shall be issued in an aggregate initial principal amount of $76,338,700, the AV-1 $ 34,400,000 Class AV-2 $ 23,900,000 Class AV-3 $ 16,700,000 Class AF-1 $ 177,200,000 Class AF-2 $ 41,600,000 Class AF-3 $ 100,800,000 Class AF-4 $ 31,300,000 Class AF-5 $ 50,662,000 Class AF-6 $ 35,000,000 Class M-1 Notes shall be issued in an aggregate initial principal amount of $78,385,900, the $ 20,313,000 Class M-2 Notes shall be issued in an aggregate initial principal amount of $35,017,800, and the $ 19,063,000 Class B-1 Notes shall be issued in an aggregate initial principal amount of $17,957,801. M-3 $ 11,563,000 Class M-4 $ 9,687,000 Class M-5 $ 8,750,000 Class M-6 $ 7,812,000 Class M-7 $ 7,500,000 Class M-8 $ 5,938,000 Class M-9 $ 6,250,000 Class N $ 24,600,000 Each of the Notes shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof; provided that Offered Notes must be purchased in minimum total investments of $100,000 per Class. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver the Class A-1, Class A-2, Class M-1, Class M-2 and Class B-1 Notes for original issue in an aggregate initial principal amount of $894,748,501. The 78,315,000 with respect to the Class A-1 Notes shall be issued in an aggregate initial principal amount of Notes, $687,048,300, 20,999,000 with respect to the Class A-2 Notes shall be issued in an aggregate initial principal amount of Notes, $76,338,70043,781,000 with respect to the Class A-3 Notes, $15,951,000 with respect to the Class A-4 Notes, $28,154,000 with respect to the Class A- 5 Notes, $9,000,000 with respect to the Class M-1 Notes shall be issued in an aggregate initial principal amount of Notes, $78,385,900, 7,800,000 with respect to the Class M-2 Notes shall be issued in an aggregate initial principal amount of Notes, $35,017,800, and 7,200,000 with respect to the Class B-1 M-3 Notes, $6,000,000 with respect to the Class M-4 Notes, $5,400,000 with respect to the Class M-5 Notes, $4,200,00 with respect to the Class M-6 Notes, $4,800,000 with respect to the Class M-7 Notes, $5,160,000 with respect to the Class M-8 Notes shall be issued in an aggregate initial principal amount of and $17,957,8013,240,000 with respect to the Class M-9 Notes. Each of the The Notes shall be dated the date of its their authentication. The Notes shall be issuable as registered Notes. The Class A Notes and the Class M-1 Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1,000 1 in excess thereof. The Class M-2 Notes, Class M-3 Notes, Class M-4 Notes, Class M-5 Notes, Class M-6 Notes, Class M-7 Notes, Class M-8 Notes and Class M-9 Notes shall be issuable in the minimum initial Note Balances of $250,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.