Common use of Limitation of Liability Clause in Contracts

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association, N.A. but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National AssociationTrust Company, not individually or personally, personally but solely as Owner Trustee of the IssuerTitling Trust and as owner trustee of APGO, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Titling Trust Agreement and the Settlor Trust Agreement, as applicable, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer Titling Trust and APGO is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the IssuerTitling Trust and APGO, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationTrust Company, individually or personally, to perform any covenant either expressed express or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (iv) Wilmington Trust Company has made no investigation as to the accuracy or completeness of any representations or warranties made by the Titling Trust or APGO in this Agreement and (dv) under no circumstances shall Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer Titling Trust or APGO or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer Titling Trust or APGO under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, Collateral Agent for the benefit of the Secured Parties and in no event shall it ▇▇▇▇▇ Fargo Bank, National Association, have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes Titling Trust or any of the other Transaction Documents APGO hereunder or in any of the certificates, notices or agreements delivered pursuant theretohereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, individually or personally, to perform any covenant covenant, either expressed express or implied implied, contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) BNY Mellon Trust of Delaware has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association BNY Mellon Trust of Delaware be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, personally but solely as Owner Trustee of the IssuerInitial Secured Party, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer Initial Secured Party is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Association but is made and intended for the purpose of binding only on the IssuerInitial Secured Party, (ciii) nothing herein contained shall be construed as creating any liability on with respect to Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed express or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (iv) Wilmington Trust, National Association has not verified and has made no investigation as to the accuracy or completeness of any of the representations or warranties made by the Initial Secured Party in this Agreement and (dv) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer Initial Secured Party or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer Initial Secured Party under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein The rights, privileges, protections and indemnities afforded to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances Indenture shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled apply equally to the benefits of, the terms Securities Intermediary and provisions of Article VI of the IndentureAssignee-Secured Party hereunder.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National Association[ ], not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association[ ], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and Grantor Trust Trustee of the Grantor Trust, as applicable, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer and the Grantor Trust, as applicable, is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the IssuerIssuer and the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or the Grantor Trust, as applicable, or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or the Grantor Trust, as applicable, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association BNY Mellon Trust of Delaware be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. Notwithstanding anything contained in this Lease to the contrary, the obligations of Landlord and Tenant under this Lease (aincluding as to any actual or alleged breach or default by Landlord or Tenant) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, do not individually or personally, but solely as Owner Trustee constitute personal obligations of the Issuerindividual members, managers, investors, partners, directors, officers, or shareholders of Landlord or Tenant or Landlord's or Tenant’s members or partners, and neither Landlord nor Tenant shall seek recourse against the individual members, managers, investors, partners, directors, officers, or shareholders of Landlord or Tenant or Landlord's or Tenant’s members or partners or any other persons or entities having any interest in Landlord or Tenant, or any of their personal assets for satisfaction of any liability with respect to this Lease. In addition, in the exercise consideration of the powers benefits accruing hereunder to Tenant and authority conferred and vested notwithstanding anything contained in it, pursuant this Lease to the Trust Agreementcontrary, Tenant hereby covenants and agrees for itself and all of its successors and assigns that the liability of Landlord for its obligations under this Lease (b) each including any liability as a result of any actual or alleged failure, breach or default hereunder by ▇▇▇▇▇▇▇▇), shall be limited solely to, and ▇▇▇▇▇▇'s and its successors' and assigns' sole and exclusive remedy shall be against, ▇▇▇▇▇▇▇▇'s interest in the representationsPremises (including all insurance, warrantiesrental and sale proceeds received therefrom), covenantsand no other assets of Landlord. The term “Landlord” as used in this Lease, undertakings and agreements herein made so far as covenants or obligations on the part of the Issuer is made Landlord are concerned, shall be limited to mean and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding include only the Issuerowner or owners, at the time in question, of the fee title to the Premises. In the event of any transfer or conveyance of any such title or interest (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived other than a transfer for security purposes only and the written assumption by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment transferee of any indebtedness or expenses all of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed duties and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer “Landlord” under this Lease), the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse transferor shall be had solely to automatically relieved of all covenants and obligations on the assets part of Landlord contained in this Lease arising from and after the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder effectiveness of such transfer or conveyance and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes assumption of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureLease.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement and the Grantor Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer or the Grantor Trust is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Association but is made and intended for the purpose of binding only the IssuerIssuer or the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer or the Grantor Trust, as applicable, in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust, as applicable, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to Issuer or the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant theretoGrantor Trust, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureapplicable.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Indenture is executed and delivered by Wilmington Trust, National Association, not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of for binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, hereto and (div) under no circumstances shall Wilmington Trust, National Association Trust be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes Indenture or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement Indenture has been executed and delivered accepted by ▇▇▇▇▇ Fargo U.S. Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it U.S. Bank have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents hereunder or in any of the certificates, notices or agreements delivered pursuant theretohereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that Issuer in accordance with the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenturepriorities set forth herein.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that contrary, (a) this document is Agreement has been executed and delivered by Wilmington Trust, National AssociationDeutsche Bank Trust Company Delaware, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warrantiescovenants, covenants undertakings and agreements by Wilmington Trust, National Association, Deutsche Bank Trust Company Delaware but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationDeutsche Bank Trust Company Delaware, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) Deutsche Bank Trust Company Delaware has not verified or made any investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association Deutsche Bank Trust Company Delaware be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representationduty (including fiduciary duty, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (bif any) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI Articles VI, VII and VIII of the IndentureTrust Agreement.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association, N.A. but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, duty (including fiduciary duty, if any), representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (iv) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (dv) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Association but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (iv) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement and (dv) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed acknowledged and delivered accepted by Wilmington TrustFirst Union Trust Company, National AssociationAssociation ("First Union"), not individually or personally, personally but solely as Owner Delaware Trustee on behalf of the Note Issuer, and by ▇▇▇▇▇▇ Trust and Savings Bank ("▇▇▇▇▇▇"), not individually or personally but solely as Indenture Trustee on behalf of the Holders, in each case in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made by the Delaware Trustee on the part behalf of the Issuer is Note Issuer, and by the Indenture Trustee on behalf of the Holders, are made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington TrustFirst Union and ▇▇▇▇▇▇, National Associationrespectively, but is are made and intended for the purpose of binding only the IssuerNote Issuer and the Holders, respectively, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationFirst Union or ▇▇▇▇▇▇, individually or personally, to perform any covenant either expressed or implied contained herein, except in their respective capacities as Delaware Trustee and Indenture Trustee, all such liability, if any, being expressly waived by the parties hereto who are signatories to this Agreement and by any person Person claiming by, through or under the such parties hereto, and (d) under no circumstances shall Wilmington TrustFirst Union or ▇▇▇▇▇▇, National Association be personally liable for the payment of any indebtedness or expenses of the Note Issuer or the Holders, respectively, or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer Delaware Trustee or the Indenture Trustee, respectively, under this Agreement Agreement; PROVIDED, HOWEVER, that this provision shall not protect First Union or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have against any liability for the representationsthat would otherwise be imposed by reason of willful misconduct, warranties, covenants, agreements bad faith or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, gross negligence in the performance of its their respective duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureunder this Agreement.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Second Amended and Restated Trust Agreement, dated as of September 23, 2016 (the Issuer“Trust Agreement”), between the Transferor and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under them, (iv) Wilmington Trust Company has not verified and has conducted no investigation as to the parties heretoaccuracy or completeness of any representation, warranty or covenant of the Issuer and (dv) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contraryNOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN OR IN ANY OTHER DOCUMENT OR AGREEMENT RELATING TO THE CLASS A NOTES, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankIN NO EVENT SHALL FNBO OR THE TRANSFEROR BE LIABLE TO THE INDENTURE TRUSTEE, National AssociationTHE ISSUER, not in its individual capacity but solely as Indenture Trustee and Certificate Paying AgentTHE OWNER TRUSTEE, respectivelyANY APPLICABLE INVESTOR OR ANY OTHER NOTEHOLDER, and in no event shall it have any liability for the representationsOR RESPONSIBLE FOR, warrantiesLOSSES IN RESPECT OF THE CLASS A NOTES OR ANY INTEREST THEREIN, covenantsINCLUDING, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificatesWITHOUT LIMITATION ANY LOSS OF VALUE OF ANY CLASS A NOTE OR ANY INTEREST THEREIN, notices or agreements delivered pursuant theretoDUE TO THE FAILURE OF THE RETAINED INTEREST AND COMPLIANCE BY FNBO AND THE TRANSFEROR WITH THE TERMS OF THIS AGREEMENT TO SATISFY THE EU DUE DILIGENCE AND RISK RETENTION RULES, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureTHE UK DUE DILGIENCE AND RISK RETENTION RULES OR OTHER SIMILAR OR EQUIVALENT PROVISIONS NOW OR HEREAFTER IN EFFECT.

Limitation of Liability. (a) It is expressly understood Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Partnership or the Limited Partners or any other Persons who have acquired interests in Partnership Interests for losses sustained or liabilities incurred as a result of any act or omission of an Indemnitee in connection with the conduct of the business or affairs of the Partnership unless there has been a final and non-appealable judgment entered by a court of competent jurisdiction determining that, in respect of the matter in question, the Indemnitee acted in bad faith or engaged in fraud, willful misconduct or, in the case of a criminal matter, acted with knowledge that the Indemnitee’s conduct was criminal. Except as required by the Act, the Partnership’s debts, obligations, and liabilities, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Partnership, and no Indemnitee shall be personally responsible for any such debt, obligation or liability of the Partnership solely by reason of being an Indemnitee. No Partner shall be responsible for any debts, obligations or liabilities, whether arising in contract, tort or otherwise, of any other Partner. The provisions of this Agreement, to the extent that they restrict, eliminate or otherwise modify the duties and liabilities, including fiduciary duties, of any Indemnitee otherwise existing at law or in equity, are agreed by the parties that (a) this document is executed Partners to replace such duties and delivered liabilities of such Indemnitee. To the fullest extent permitted by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuerlaw, in the exercise of the powers and authority conferred and vested in itconnection with any action or inaction of, pursuant or determination made by, any Indemnitee with respect to any matter relating to the Trust Partnership, it shall be presumed that the Indemnitee acted in a manner that satisfied the contractual standards set forth in this Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating in any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and proceeding brought by any person claiming Partner or by or on behalf of such Partner or any other Partner or the Partnership challenging any such action or inaction of, or determination made by, through any Indemnitee, the Person bringing or under prosecuting such proceeding shall have the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment burden of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerovercoming such presumption. (b) Notwithstanding anything contained herein Any Indemnitee may rely and shall be protected in acting or refraining from acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, bond, debenture or other paper or document believed by it to be genuine and to have been signed or presented by the contraryproper party or parties. (c) No amendment, modification or repeal of this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankSection 6.2 or any provision hereof shall in any manner terminate, National Associationreduce or impair the waiver or limitation on liability with respect to any past, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, present or future Indemnitee under and in no event shall it have any liability for accordance with the representationsprovisions of this Section 6.2 as in effect immediately prior to such amendment, warrantiesmodification or repeal with respect to claims arising from or relating to matters occurring, covenantsin whole or-in part, agreements prior to such amendment, modification or other obligations repeal, regardless of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer when such claims may arise or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureasserted.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National AssociationDeutsche Bank Trust Company Delaware, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Second Amended and Restated Trust Agreement, dated as of September 23, 2016 (the Issuer“Trust Agreement”), between the Transferor and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contraryNOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN OR IN ANY OTHER DOCUMENT OR AGREEMENT RELATING TO THE CLASS A NOTES, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankIN NO EVENT SHALL FNBO OR THE TRANSFEROR BE LIABLE TO THE INDENTURE TRUSTEE, National AssociationTHE ISSUER, not in its individual capacity but solely as Indenture Trustee and Certificate Paying AgentTHE OWNER TRUSTEE, respectivelyANY APPLICABLE INVESTOR OR ANY OTHER NOTEHOLDER, and in no event shall it have any liability for the representationsOR RESPONSIBLE FOR, warrantiesLOSSES IN RESPECT OF THE CLASS A NOTES OR ANY INTEREST THEREIN, covenantsINCLUDING, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificatesWITHOUT LIMITATION ANY LOSS OF VALUE OF ANY CLASS A NOTE OR ANY INTEREST THEREIN, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureDUE TO THE FAILURE OF THE RETAINED INTEREST AND COMPLIANCE BY FNBO AND THE TRANSFEROR WITH THE TERMS OF THIS AGREEMENT TO SATISFY THE EU RISK RETENTION RULES OR OTHER SIMILAR OR EQUIVALENT PROVISIONS NOW OR HEREAFTER IN EFFECT.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or be liable for the breach or failure of any obligation, duty (including fiduciary duty, if any), representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington Trust, National AssociationThe Bank of New York Mellon (“BNYM”), not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Owner Trustee and the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, BNYM but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationBNYM, individually or personally, to perform any covenant either expressed or implied contained hereinherein of the Owner Trustee or the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) BNYM has made no investigation as to the accuracy or completeness of any representations and warranties made by the Owner Trustee or the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association BNYM be personally liable for the payment of any indebtedness or expenses of the Owner Trustee or the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Owner Trustee or the Issuer under this Agreement or under any other related documents. For the Notes purposes of this Agreement, in the performance of its duties or any obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the IssuerTrust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington TrustCitibank, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington TrustCitibank, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington TrustCitibank, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Citibank, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington TrustCitibank, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (iv) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (dv) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (ai) this document Agreement is executed and delivered by Wilmington TrustCitibank, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington TrustCitibank, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington TrustCitibank, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (iv) Citibank, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (dv) under no circumstances shall Wilmington TrustCitibank, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) No recourse under any Transaction Document shall be had against, and no personal liability shall attach to, any officer, employee, director, affiliate or shareholder of any party hereto, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise in respect of any of the Transaction Documents, the Notes or the Policy, it being expressly agreed and understood that each Transaction Document is solely a corporate obligation of each party hereto, and that any and all personal liability, either at common law or in equity, or by statute or constitution, of every such officer, employee, director, affiliate or shareholder for breaches by any party hereto of any obligations under any Transaction Document is hereby expressly waived as a condition of and in consideration for the execution and delivery of this Agreement. (b) It is expressly understood and agreed by the parties hereto that (ai) this document Insurance Agreement is executed and delivered by Wilmington Trust, National AssociationTrust Company, not individually or personally, personally but solely as Owner Trustee of the IssuerIssuer under the Trust Agreement, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of for binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Insurance Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken undertaking by the Issuer under this Insurance Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement and the Grantor Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer or the Grantor Trust is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Association but is made and intended for the purpose of binding only the IssuerIssuer or the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer or the Grantor Trust, as applicable, in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust, as applicable, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to Issuer or the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant theretoGrantor Trust, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureapplicable.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, it pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (iv) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (dv) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement and the Grantor Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer and the Grantor Trust is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Association but is made and intended for the purpose of binding only the IssuerIssuer or the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personallypersonally or as Owner Trustee or as Grantor Trust Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or the Grantor Trust, as applicable, or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust, as applicable, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to Issuer or the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant theretoGrantor Trust, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureapplicable.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (bi) Notwithstanding anything contained herein to the contrary, this Agreement Amendment has been executed and delivered countersigned by ▇▇▇▇▇ Fargo BankDelaware Trust Company, National Association, N.A. not in its individual capacity capacity, but solely in its capacity as Indenture Owner Trustee and Certificate Paying Agent, respectively, of the Issuing Entity and in no event shall it ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. in its individual capacity have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents Issuing Entity hereunder or in any of the certificates, notices or agreements delivered pursuant theretohereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction DocumentsIssuing Entity. For the all purposes of this AgreementAmendment, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuing Entity hereunder, the Indenture Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI Articles VI, VII and VIII of the IndentureTrust Agreement. (ii) Notwithstanding anything contained herein to the contrary, this Amendment has been accepted by U.S. Bank Trust Company, National Association not in its individual capacity, but solely as Successor Indenture Trustee and U.S. Bank National Association not in its individual capacity, but solely as Existing Indenture Trustee and as Account Bank and in no event shall U.S. Bank Trust Company, National Association or U.S. Bank National Association have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuing Entity hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuing Entity. ​

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and Grantor Trust Trustee of the Grantor Trust, as applicable, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer and the Grantor Trust, as applicable, is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the IssuerIssuer and the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or the Grantor Trust, as applicable, or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or the Grantor Trust, as applicable, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Second Amended and Restated Trust Agreement, dated as of September 23, 2016 (the Issuer“Trust Agreement”), between the Transferor and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contraryNOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN OR IN ANY OTHER DOCUMENT OR AGREEMENT RELATING TO THE CLASS A NOTES, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankIN NO EVENT SHALL FNBO OR THE TRANSFEROR BE LIABLE TO THE INDENTURE TRUSTEE, National AssociationTHE ISSUER, not in its individual capacity but solely as Indenture Trustee and Certificate Paying AgentTHE OWNER TRUSTEE, respectivelyANY APPLICABLE INVESTOR OR ANY OTHER NOTEHOLDER, and in no event shall it have any liability for the representationsOR RESPONSIBLE FOR, warrantiesLOSSES IN RESPECT OF THE CLASS A NOTES OR ANY INTEREST THEREIN, covenantsINCLUDING, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificatesWITHOUT LIMITATION ANY LOSS OF VALUE OF ANY CLASS A NOTE OR ANY INTEREST THEREIN, notices or agreements delivered pursuant theretoDUE TO THE FAILURE OF THE RETAINED INTEREST AND COMPLIANCE BY FNBO AND THE TRANSFEROR WITH THE TERMS OF THIS AGREEMENT TO SATISFY THE EU DUE DILIGENCE AND RISK RETENTION RULES, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureTHE UK DUE DILGIENCE AND RISK RETENTION RULES OR OTHER SIMILAR OR EQUIVALENT PROVISIONS NOW OR HEREAFTER IN EFFECT.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto other than The Bank of New York (the “Bank”) that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee the sole recourse of the Issuer, parties hereto other than the Bank in the exercise respect of the powers obligations of the trust hereunder and authority conferred under the other documents contemplated hereby and vested in it, pursuant related hereto to which it is a party shall be to the Trust Agreementparties hereto other than the Bank. In addition, the Bank is entering into this Indenture and the other documents contemplated hereby and related hereto to which it is a party solely in its capacity as Trustee under this Indenture and not in its individual capacity (bexcept as expressly stated herein) each and in no case shall the Bank (or any Person acting as successor trustee under this Indenture) be personally liable for or on account of any of the representationsstatements, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for or obligations stated to be those of the purpose of binding only Company or the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually Guarantors hereunder or personally, to perform any covenant either expressed or implied contained hereinthereunder, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under such party, provided, however, that the parties hereto, and Bank (dor any such successor trustee) under no circumstances shall Wilmington Trust, National Association be personally liable hereunder and thereunder for its own negligence or willful misconduct or for its material breach of its covenants, representations and warranties contained herein or therein, to the payment of any indebtedness extent expressly covenanted or expenses of made in its individual capacity. In no event shall the Issuer or be liable for the breach or failure of any obligationTrustee, representationin its capacity as Paying Agent, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents Note Registrar or in any other capacity hereunder, be liable under or in connection with this Indenture for indirect, special, incidental, punitive or consequential losses or damages of any kind whatsoever, including but not limited to lost profits, whether or not foreseeable, even if the Trustee has been advised of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets possibility thereof and regardless of the Issuer. (b) Notwithstanding anything contained herein to form of action in which such damages are sought. The provisions of this Section shall survive the contrary, termination of this Agreement has been executed Indenture and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements resignation or other obligations removal of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureTrustee.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed express or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National Association[ ], not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association[ ], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, it pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, but is made and intended for the purpose of binding only the Issuer, as the case may be, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationBNY Mellon Trust of Delaware, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, hereto (d) BNY Mellon Trust of Delaware has made no investigation as to the accuracy or completeness of any representations or warranties made by the Owner Trustee or the Issuer in this Indenture Supplement and (de) under no circumstances shall Wilmington TrustBNY Mellon Trust of Delaware, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement Indenture Supplement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National AssociationTrust Company, not individually or personally, personally but solely as Owner Trustee of the IssuerTitling Trust and as owner trustee of APGO, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Titling Trust Agreement and the Settlor Trust Agreement, as applicable, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer Titling Trust and APGO is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the IssuerTitling Trust and APGO, (ciii) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationTrust Company, individually or personally, to perform any covenant either expressed express or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (iv) Wilmington Trust Company has made no investigation as to the accuracy or completeness of any representations or warranties made by the Titling Trust or APGO in this Agreement and (dv) under no circumstances shall Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer Titling Trust or APGO or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer Titling Trust or APGO under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankComputershare Trust Company, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, Collateral Agent for the benefit of the Secured Parties and in no event shall it Computershare Trust Company, N.A., have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes Titling Trust or any of the other Transaction Documents APGO hereunder or in any of the certificates, notices or agreements delivered pursuant theretohereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by In the parties that (a) this document is executed and delivered by Wilmington Trustabsence of negligence or intentional misconduct on its part, National Association, Continental shall not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach any action taken, suffered, or failure omitted by it or for any error of any obligation, representation, warranty or covenant judgment made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties under this Agreement. Anything in this Agreement to the contrary notwithstanding, in no event shall Continental be liable for special, indirect, incidental, or obligations consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if Continental has been advised of the likelihood of such damages and regardless of the form of action. Notwithstanding anything to contrary herein, any liability of Continental with respect to, arising from, or arising in connection with this Agreement, or from all services provided or omitted to be provided under this Agreement, whether in contract, or in tort, or otherwise, is limited to two times the amount of fees paid by the Company hereunder. Notwithstanding anything to the contrary herein, any liability of the Company with respect to, arising from, or arising in connection with this Agreement will be limited to two times the amount of fees paid by the Company hereunder. (b) In the event any question or dispute arises with respect to the proper interpretation of this Agreement or Continental’s duties hereunder or the rights of the Company or of any Record Holders surrendering certificates for shares of Common Stock pursuant to the Rights Offering, Continental shall not be required to act and shall not be held liable or responsible for refusing to act until the question or dispute has been judicially settled (and Continental may, if it deems it advisable, but shall not be obligated to, file a suit in interpleader or for a declaratory judgment for such purpose) by final judgment rendered by a court of competent jurisdiction, binding on all Record Holders and parties interested in the matter which is no longer subject to review or appeal, or settled by a written document in form and substance satisfactory to Continental and executed by the Company and each such Record Holder and party. In addition, Continental may require for such purpose, but shall not be obligated to require, the Indenture Trustee shall be subject to, execution of such written settlement by all the Record Holders and entitled to all other parties that may have an interest in the benefits of, the terms and provisions of Article VI of the Indenturesettlement.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National AssociationTrust Company, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trust be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo JPMorgan Chase Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National Association[ ], not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association[ ], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureIndenture provided, that the obligations under Section 6.1(a) of the Indenture shall only be applicable to the performance of the Indenture Trustee’s duties and obligations under the Indenture and shall not be applicable to the Indenture Trustee’s performance hereunder.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant Neither FPC nor its Representatives shall be liable to the Trust Company or any of its Affiliates for any loss, liability, damage or expense arising out of or in connection with the performance of Services contemplated by this Agreement, (b) each of the representationsunless such loss, warrantiesliability, covenants, undertakings and agreements herein made damage or expense shall be proven to result directly from gross negligence or willful misconduct on the part of FPC or its Representatives acting within the Issuer is made scope of such person’s employment or authority. Except as FPC may otherwise agree in writing after the date hereof (i) FPC and intended its Representatives shall have the right to, and shall have no duty (contractual or otherwise) not as personal representationsto, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for directly or indirectly do business with any client or customer of any of the purpose Company or any of binding only the Issuerits Affiliates, (cii) nothing herein contained neither FPC nor its Representatives shall be construed as creating liable to the Company or any liability on Wilmington Trust, National Association, individually of its Affiliates for breach of any duty (contractual or personally, to perform otherwise) by reason of any covenant either expressed such activities of or implied contained herein, all of such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties heretoperson’s participation therein, and (diii) under no circumstances shall Wilmington Trust, National Association in the event that FPC or its Representatives acquire knowledge of a potential transaction or matter that may be personally liable a corporate opportunity for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes Company or any of its Affiliates, on the one hand, and FPC or its Representatives, on the other Transaction Documents hand, or in any other person, FPC and its Representatives shall have no duty (contractual or otherwise) to communicate or present such corporate opportunity to the Company or any of the certificatesits Affiliates and, notices or agreements delivered pursuant thereto, as to all notwithstanding any provision of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein this Agreement to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, shall not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for be liable to the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes Company or any of its Affiliates for breach of any duty (contractual or otherwise) by reasons of the other Transaction Documents fact that the FPC or in its Representatives directly or indirectly pursues or acquires such opportunity for itself, directs such opportunity to another person, or does not present such opportunity to the Company or any of its Affiliates. In no event will any of the certificatesparties hereto be liable to any other party hereto for any indirect, notices special, incidental or agreements delivered pursuant theretoconsequential damages, including lost profits or savings, whether or not such damages are foreseeable, or in respect of any liabilities relating to any third party claims (whether based in contract, tort or otherwise) other than the Claims (as to all of which recourse shall be had solely defined in Section 7) relating to the assets of the Issuer; Services to be provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee In consideration of the Issuerbenefits accruing hereunder, Tenant and all successors and assigns covenant and agree that, in the exercise event of any actual or alleged failure, breach or default hereunder by Landlord: (i) the sole and exclusive remedy shall be against Landlord and Landlord’s assets; (ii) no partner of Landlord shall be sued or named as a party in any suit or action (except as may be necessary to secure jurisdiction of the powers Partnership); (iii) no service of process shall be made against any partner of Landlord (except as may be necessary to secure jurisdiction of the Partnership); (iv) no partner of Landlord shall be required to answer or otherwise plead to any service of process; (v) no judgment shall be taken against any partner of Landlord; (vi) any judgment taken against any partner of Landlord may be vacated and authority conferred set aside at any time without hearing; (vii) no writ of execution will ever be levied against the assets of any partner of Landlord; (viii) these covenants and vested agreements are enforceable both by Landlord and also by any partner of Landlord; (ix) the term, “Landlord”, as used in itthis Paragraph 39, pursuant shall mean only the owner or owners from time to time of the fee title or the tenant’s interest under a ground lease of the land described in Exhibit “B” and in the event of any transfer or such title or interest, Landlord herein named (and in case of any subsequent transfers the then grantor) shall be relieved from and after the date of such transfer of all liability as respects Landlord’s obligations thereafter to be performed, provided that any funds in the hands of Landlord or the then grantor at the time of such transfer, in which Tenant has an interest, shall be delivered to the Trust Agreementgrantee. Similarly, (b) the obligations contained in this Lease to be performed by Landlord shall be binding on Landlord’s successors and assigns only during their respective periods of ownership. Tenant agrees that each of the representations, warranties, covenants, undertakings foregoing covenants and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, applicable to perform any covenant or agreement either expressed expressly contained in this Lease or implied contained herein, all such liability, if any, being expressly waived imposed by the parties hereto and by any person claiming by, through statute or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerat common law. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed express or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, hereto and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National Association[ ], not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association[ ], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the 36 Sale and Servicing Agreement (20[ ]-[ ]) Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is executed and delivered Agreement has been countersigned by Wilmington Trust, National Association, Trust Company not individually or personally, in its individual capacity but solely in its capacity as Owner Trustee of the IssuerIssuer and in no event shall Wilmington Trust Company in its individual capacity or, except as expressly provided in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of as Owner Trustee have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents hereunder or in any of the certificates, notices or agreements delivered pursuant theretohereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles V, VI and VII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇W▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely in its capacities as Indenture Collateral Agent, Trustee and Certificate Paying Agent, respectively, Trust Collateral Agent and in no event shall it W▇▇▇▇ Fargo Bank, National Association, have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents hereunder or in any of the certificates, notices or agreements delivered pursuant theretohereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood ----------------------- and agreed by the parties hereto that (a) this document each Pooling and Servicing Agreement is executed and delivered by Wilmington Trust, National Associationthe Trustee, not individually or personally, personally but solely as Owner Trustee of the IssuerTrust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of except with respect to Section 8.15 the ------------ representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is Trust are made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Associationthe Trustee, but is are made and intended for the purpose of binding only the IssuerTrust, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Associationthe Trustee, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto who are signatories to this Agreement and by any person Person claiming by, through or under such parties; provided, however, the parties hereto-------- -------- Trustee shall be liable in its individual capacity for its own willful misconduct or gross negligence and for any tax assessed against the Trustee based on or measured by any fees, commission or compensation received by it for acting as Trustee and (d) under no circumstances shall Wilmington Trust, National Association the Trustee be personally liable for the payment of any indebtedness or expenses of the Issuer Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer Trust under any Pooling and Servicing Agreement; provided, further, that this Agreement Section 10.17 shall survive the -------- ------- ------------- resignation or under the Notes or any removal of the other Transaction Documents or in any Trustee. Except as otherwise provided hereunder, each of Contributor, the Company and the Master Servicer severally hereby agrees to indemnify and hold harmless the Trustee, the Trust (for the benefit of the certificatesHolders) and the Holders (each, notices an "Indemnified Person") from and against any loss, liability, expense, ------------------ damage or agreements delivered injury suffered or sustained by reason of any acts, omissions or alleged acts or omissions arising out of, or relating to, activities of the Company pursuant theretoto any Pooling and Servicing Agreement to which it is a party, as including but not limited to all any judgment, award, settlement, reasonable attorneys' fees and other reasonable costs or expenses incurred in connection with the defense of which recourse shall be had solely any actual or threatened action, proceeding or claim, except to the assets extent such loss, liability, expense, damage or injury resulted from the gross negligence, bad faith or willful misconduct of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements an Indemnified Person or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in resulted from the performance of its duties any Receivable, market fluctuations or obligations hereunderother market or investment risk not attributable to acts or omissions or alleged acts or omissions of the Company; provided, however, that any payments to be made by -------- ------- the Indenture Trustee Company pursuant to this subsection shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureCompany Subordinated Obligations.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2017-7) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2017-7) Notes or any interest therein, including, without limitation any loss of value of any Class A(2017-7) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the 33 Sale and Servicing Agreement (2014-2) Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2018-4) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2018-4) Notes or any interest therein, including, without limitation any loss of value of any Class A(2018-4) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇▇▇▇, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington TrustCitibank, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington TrustCitibank, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇▇▇▇, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington TrustCitibank, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or 37 Sale and Servicing Agreement (SDART 2023-2) other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer.. 37 Sale and Servicing Agreement (SDART 2023-3) (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that contrary, (a) this document is Agreement has been executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, in its individual capacity but solely as Owner Trustee on behalf of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants covenants, undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of binding only, and is only binding on, the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained hereinherein of the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) U.S. Bank Trust National Association has made no investigation and shall make no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or be liable for the performance, breach or failure of any obligation, duty (including fiduciary duty, if any), representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents related documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. For the purposes of this Agreement, in the performance of any duty or obligation on behalf of the Issuer hereunder, the Owner Trustee shall be entitled to all rights, protections, indemnities, and immunities in the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that contrary, (a) this document is Agreement has been executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, in its individual capacity but solely as Owner Trustee on behalf of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants covenants, undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of binding only, and is only binding on, the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained hereinherein of the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) U.S. Bank Trust National Association has made no investigation and shall make no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or be liable for the performance, breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents related documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. For the purposes of this Agreement, in the performance of any duty or obligation on behalf of the Issuer hereunder, the Owner Trustee shall be entitled to all rights, protections, indemnities, and immunities in the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankCitibank, National AssociationN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document 20__-_ Servicing Supplement is executed and delivered by Wilmington Trust, National Association[Owner Trustee], not individually or personally, personally but solely as Owner Trustee owner trustee of the IssuerTitling Trust and the Settlor, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Titling Trust Agreement and Settlor Trust Agreement, as applicable, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer Titling Trust and the Settlor is made and intended not as personal representations, warrantiescovenants, covenants undertakings and agreements by Wilmington Trust, National Association, [Owner Trustee] but is made and intended for the purpose of binding only the IssuerTitling Trust and the Settlor, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association[Owner Trustee], individually or personally, to perform any covenant either expressed express or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) [Owner Trustee] has not verified or made any investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this 20__-_ Servicing Supplement, and (de) under no circumstances shall Wilmington Trust, National Association [Owner Trustee] be personally liable for the payment of any indebtedness or expenses of the Issuer Titling Trust and the Settlor or be liable for the breach or failure of any obligation, duty (including fiduciary duty, if any) representation, warranty or covenant made or undertaken by the Issuer Titling Trust and the Settlor under this Agreement or under the Notes 20__-_ Servicing Supplement or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the IssuerProgram Documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureIndenture provided, that the obligations under Section 6.1(a) of the Indenture shall only be applicable to the performance of the Indenture Trustee’s duties and obligations under the Indenture and shall not be applicable to the Indenture Trustee’s performance hereunder.

Limitation of Liability. (a) [It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association[ ], not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association[ ], but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association[ ], individually or personally, to perform any covenant covenant, either expressed express or implied implied, contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) [ ] has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement, and (de) under no circumstances shall Wilmington Trust, National Association [ ] be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association[ ], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.]

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement and the Grantor Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer or the Grantor 44 Sale and Servicing Agreement (BLAST 2024-3) Trust is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the IssuerIssuer or the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personallypersonally or as Owner Trustee or as Grantor Trust Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer, the Grantor Trust or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer or the Grantor Trust, as applicable. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankComputershare Trust Company, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee and the Certificate Paying Agent shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National AssociationDeutsche Bank Trust Company Delaware, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, Deutsche Bank Trust Company Delaware but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationDeutsche Bank Trust Company Delaware, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association Deutsche Bank Trust Company Delaware be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. Neither the Sub-Adviser nor any director, officer, employee or affiliate of the Sub-Adviser shall be liable for any act or omission (aincluding any error of investment judgment or mistake of law) It is expressly understood and agreed or for any losses, liabilities, taxes, damages, penalties, judgments, legal expenses, court costs, fines, amounts paid or to be paid in settlement or otherwise, or expenses (collectively, “Losses”) suffered by the parties that (a) this document is executed and delivered by Wilmington TrustAdviser, National Associationthe Fund, not individually or personally, but solely as Owner Trustee of the Issuer, any shareholder in the exercise of the powers and authority conferred and vested Company, or any other person in itconnection with any matter to which this Agreement relates; provided, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) that nothing herein contained shall be construed as creating to protect the Sub-Adviser against any liability on Wilmington Trustto the Fund, National Associationthe Company or its shareholders to which the Sub-Adviser would otherwise be subject by reason of (i) the Sub-Adviser’s trade errors and compliance breaches, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived the correction of which shall be governed by the parties hereto Sub-Adviser’s relevant policies and by any person claiming bythe Fund’s Sub-Adviser Manual; (ii) the Sub-Adviser’s willful misfeasance, through bad faith, or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, gross negligence in the performance of the Sub-Adviser’s duties under this Agreement, or by reason of the Sub-Adviser’s reckless disregard of its obligations and duties under this Agreement, (iii) any untrue statement of a material fact that (A) is contained in the Registration Statement, Prospectus, Statement of Additional Information, proxy materials, reports, advertisements, or obligations hereundersales literature relating to the Company or the Fund (collectively, “Covered Materials”), (B) pertains to the Sub-Adviser or the Strategy, and (C) was provided by the Sub-Adviser for use in the applicable Covered Materials and was reproduced faithfully by the Adviser or other party responsible for such Covered Materials, or (iv) the Sub-Adviser’s failure to provide for inclusion in Covered Materials a material fact that (A) pertains to the Sub-Adviser or the Strategy and (B) was known to the Sub-Adviser to be required to be stated therein or to be necessary to make the statements therein not materially misleading (the acts or omissions set forth in the preceding clauses (i) through (iv), the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureSub-Adviser’s “Disabling Conduct”).

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for 37 Sale and Servicing Agreement (SDART 2020-4) the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2022-1) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2022-1) Notes or any interest therein, including, without limitation any loss of value of any Class A(2022-1) Note or any interest therein, due to the failure of the other Transaction Documents or in Retained Interest and compliance by Discover Bank and Discover Funding with the terms of this Agreement to satisfy any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee EU Securitization Regulation Rules or the Certificate Paying Agent be personally liable for the payment of UK Securitization Regulation Rules or any indebtedness other similar or expense of the Issuer equivalent provisions now or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. Neither the Sub-Adviser nor any director, officer, employee or affiliate of the Sub-Adviser shall be liable for any act or omission (aincluding any error of investment judgment or mistake of law) It is expressly understood and agreed or for any losses, liabilities, taxes, damages, penalties, judgments, legal expenses, court costs, fines, amounts paid or to be paid in settlement or otherwise, or expenses (collectively, “Losses”) suffered by the parties that (a) this document is executed and delivered by Wilmington TrustAdviser, National Associationthe Fund, not individually or personally, but solely as Owner Trustee of the Issuer, any shareholder in the exercise of the powers and authority conferred and vested Company, or any other person in itconnection with any matter to which this Agreement relates; provided, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) that nothing herein contained shall be construed as creating to protect the Sub-Adviser against any liability to the Fund, the Company or its shareholders to which the Sub-Adviser would otherwise be subject by reason of (i) the Sub-Adviser’s policy on Wilmington TrustTrade Errors, National Associationas contained in the Sub-Adviser Compliance Manual, individually the relevant portion of which is attached hereto as Appendix B; (ii) the Sub-Adviser’s willful misfeasance, bad faith, or personallygross negligence in the performance of the Sub-Adviser’s duties under this Agreement, or by reason of the Sub-Adviser’s reckless disregard of its obligations and duties under this Agreement, (iii) any untrue statement of a material fact that (A) is contained in the Registration Statement, Prospectus, Statement of Additional Information, proxy materials, reports, advertisements, or sales literature relating to perform any covenant either expressed the Company or implied contained hereinthe Fund (collectively, all such liability“Covered Materials”), if any, being expressly waived by (B) pertains to the parties hereto and by any person claiming by, through Sub-Adviser or under the parties heretoStrategy, and (dC) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken was provided by the Issuer under this Agreement Sub-Adviser for use in the applicable Covered Materials and was reproduced faithfully by the Adviser or under other party responsible for such Covered Materials, or (iv) the Notes or any of the other Transaction Documents or Sub-Adviser’s failure to provide for inclusion in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely Covered Materials a material fact that (A) pertains to the assets of Sub-Adviser or the Issuer. Strategy and (bB) Notwithstanding anything contained herein was known to the contrarySub-Adviser to be required to be stated therein or to be necessary to make the statements therein not materially misleading (the acts or omissions set forth in the preceding clauses (i) through (iv), this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bankthe Sub-Adviser’s “Disabling Conduct”). Notwithstanding the foregoing, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or Sub-Adviser be liable for the breach any punitive, exemplary, special or failure of any obligations, representation, warranty consequential damages or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenturelost profits.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and 34 Sale and Servicing Agreement (2013-1) agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association, N.A. but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington TrustCitibank, National AssociationN.A., not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington TrustCitibank, National AssociationN.A., but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington TrustCitibank, National AssociationN.A., individually or personally, to perform any covenant covenant, either expressed express or implied implied, contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) Citibank, N.A. has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Agreement, and (de) under no circumstances shall Wilmington TrustCitibank, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee Section 38.1. In consideration of the Issuerbenefits accruing hereunder, Tenant and all successors and assigns covenant and agree that, in the exercise event of any actual or alleged failure, breach or default hereunder by Landlord: (i) the sole and exclusive remedy shall be against Landlord and Landlord’s assets; (ii) no partner of Landlord shall be sued or named as a party in any suit or action (except as may be necessary to secure jurisdiction of the powers partnership); (iii) no service of process shall be made against any partner of Landlord (except as may be necessary to secure jurisdiction of the partnership); (iv) no partner of Landlord shall be required to answer or otherwise plead to any service of process; (v) no judgment will be taken against any partner of Landlord; (vi) any judgment taken against any partner of Landlord may be vacated and authority conferred set aside at any time without hearing; (vii) no writ of execution will ever be levied against the assets of any partner of Landlord; (viii) these covenants and vested agreements are enforceable both by Landlord and also by any partner of Landlord; and (ix) the term “Landlord”, as used in itthis section, pursuant shall mean only the owner or owners from time to time of the fee title or the tenant’s interest under a ground lease of the land described in Exhibit “B”, and in the event of any transfer of such title or interest, Landlord herein named (and in case of any subsequent transfers the then grantor) shall be relieved from and after the date of such transfer of all liability as respects Landlord’s obligations thereafter to be performed, provided that any funds in the hands of Landlord or the then grantor at the time of such transfer, in which Tenant has an interest, shall be delivered to the Trust Agreementgrantee. Similarly, (b) the obligations contained in this Lease to be performed by Landlord shall be binding on Landlord’s successors and assigns only during their respective periods of ownership. Tenant agrees that each of the representations, warranties, covenants, undertakings foregoing covenants and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, applicable to perform any covenant or agreement either expressed expressly contained in this Lease or implied contained herein, all such liability, if any, being expressly waived imposed by the parties hereto and by any person claiming by, through statute or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerat common law. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. Neither the Sub-Adviser nor any director, officer, employee or affiliate of the Sub-Adviser shall be liable for any act or omission (aincluding any error of investment judgment or mistake of law) It is expressly understood and agreed or for any losses, liabilities, taxes, damages, penalties, judgments, legal expenses, court costs, fines, amounts paid or to be paid in settlement or otherwise, or expenses (collectively, “Losses”) suffered by the parties that (a) this document is executed and delivered by Wilmington TrustAdviser, National Associationthe Fund, not individually or personally, but solely as Owner Trustee of the Issuer, any shareholder in the exercise of the powers and authority conferred and vested Company, or any other person in itconnection with any matter to which this Agreement relates; provided, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) that nothing herein contained shall be construed as creating to protect the Sub-Adviser against any liability on Wilmington Trustto the Fund, National Associationthe Company or its shareholders to which the Sub-Adviser would otherwise be subject by reason of (i) the Sub-Adviser’s trade errors and material compliance breaches, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived the correction of which shall be governed by the parties hereto Sub-Adviser’s relevant policies and by any person claiming bythe Fund’s Sub-Adviser Manual; (ii) the Sub-Adviser’s willful misfeasance, through bad faith, or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, gross negligence in the performance of the Sub-Adviser’s duties under this Agreement, or by reason of the Sub-Adviser’s reckless disregard of its obligations and duties under this Agreement, (iii) any untrue statement of a material fact that (A) is contained in the Registration Statement, Prospectus, Statement of Additional Information, proxy materials, reports, advertisements, or obligations hereundersales literature relating to the Company or the Fund (collectively, “Covered Materials”), (B) pertains to the Sub-Adviser or the Strategy, and (C) was provided by the Sub-Adviser for use in the applicable Covered Materials and was reproduced faithfully by the Adviser or other party responsible for such Covered Materials, or (iv) the Sub-Adviser’s failure to provide for inclusion in Covered Materials a material fact that (A) pertains to the Sub-Adviser or the Strategy and (B) was known to the Sub-Adviser to be required to be stated therein or to be necessary to make the statements therein not materially misleading (the acts or omissions set forth in the preceding clauses (i) through (iv), the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureSub-Adviser’s “Disabling Conduct”).

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust, National Association▇▇▇▇▇ Fargo Delaware Trust Company, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of New York Mellon, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, duty (inlcuding fiduciary duty, if any), representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.. 37 Sale and Servicing Agreement (DRIVE 2021-2)

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the 33 Sale and Servicing Agreement (2013-3) Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2017-5) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2017-5) Notes or any interest therein, including, without limitation any loss of value of any Class A(2017-5) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2018-6) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2018-6) Notes or any interest therein, including, without limitation any loss of value of any Class A(2018-6) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually the Seller or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement Servicer hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of New York Mellon, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureIndenture provided, that the obligations under Section 6.1(a) of the Indenture shall only be applicable to the performance of the Indenture Trustee’s duties and obligations under the Indenture and shall not be applicable to the Indenture Trustee’s performance hereunder.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, U.S. Bank Trust National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, U.S. Bank Trust National Association, Association but is made and intended for the purpose of for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, U.S. Bank Trust National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, U.S. Bank Trust National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document Agreement is executed and delivered by Wilmington Trust, U.S. Bank Trust National AssociationAssociation (“U.S. Bank”), not individually or personally, personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to it under the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Owner Trustee and the Issuer is made and intended not as personal representations, warranties, covenants covenants, undertakings and agreements by Wilmington Trust, National Association, U.S. Bank but is made and intended for the purpose of binding only, and is only binding on, the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National AssociationU.S. Bank, individually or personally, to perform any covenant either expressed or implied contained hereinherein of the Owner Trustee or the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) U.S. Bank has made no and will make no investigation as to the accuracy or completeness of any representations and warranties made by the Owner Trustee or the Issuer in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association U.S. Bank be personally liable for the payment of any indebtedness indebtedness, indemnities or expenses of the Owner Trustee or the Issuer or be liable for the performance, breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Owner Trustee or the Issuer under this Agreement or under any other related documents. For the Notes purposes of this Agreement, in the performance of its duties or any obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the IssuerTrust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2018-3) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2018-3) Notes or any interest therein, including, without limitation any loss of value of any Class A(2018-3) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement and the Grantor Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer or the Grantor Trust is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the IssuerIssuer or the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personallypersonally or as Owner Trustee or as Grantor Trust Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer, the Grantor Trust or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer or the Grantor Trust, as applicable. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankComputershare Trust Company, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee and the Certificate Paying Agent shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.. 44 Sale and Servicing Agreement (BLAST 2023-1)

Limitation of Liability. Neither the Sub-Adviser nor any director, officer, employee or affiliate of the Sub-Adviser shall be liable for any act or omission (aincluding any error of investment judgment or mistake of law) It is expressly understood and agreed or for any losses, liabilities, taxes, damages, penalties, judgments, legal expenses, court costs, fines, amounts paid or to be paid in settlement or otherwise, or expenses (collectively, “Losses”) suffered by the parties that (a) this document is executed and delivered by Wilmington TrustAdviser, National Associationthe Fund, not individually or personally, but solely as Owner Trustee of the Issuer, any shareholder in the exercise of the powers and authority conferred and vested Company, or any other person in itconnection with any matter to which this Agreement relates; provided, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) that nothing herein contained shall be construed as creating to protect the Sub-Adviser against any liability on Wilmington Trustto the Fund, National Associationthe Company or its shareholders to which the Sub-Adviser would otherwise be subject by reason of (i) the Sub-Adviser’s trade and operational errors, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived the correction of which shall be governed by the parties hereto Sub-Adviser’s relevant policies and by any person claiming bythe Fund’s Sub-Adviser Manual; (ii) the Sub-Adviser’s willful misfeasance, through bad faith, or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, gross negligence in the performance of the Sub-Adviser’s duties under this Agreement, or by reason of the Sub-Adviser’s reckless disregard of its obligations and duties under this Agreement, (iii) any untrue statement of a material fact that (A) is contained in the Registration Statement, Prospectus, Statement of Additional Information, proxy materials, reports, advertisements, or obligations hereundersales literature relating to the Company or the Fund (collectively, “Covered Materials”), (B) pertains to the Sub-Adviser or the Strategy, and (C) was provided by the Sub-Adviser for use in the applicable Covered Materials and was reproduced faithfully by the Adviser or other party responsible for such Covered Materials, or (iv) the Sub-Adviser’s failure to provide for inclusion in Covered Materials a material fact that (A) pertains to the Sub-Adviser or the Strategy and (B) was known to the Sub-Adviser to be required to be stated therein or to be necessary to make the statements therein not materially misleading (the acts or omissions set forth in the preceding clauses (i) through (iv), the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureSub-Adviser’s “Disabling Conduct”).

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., individually or personallypersonally or as Owner Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) ▇▇▇▇▇ Fargo Delaware Trust Company, N.A. has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer or any other Person in this Agreement or in the Purchase Agreement and (de) under no circumstances shall Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association N.A. be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, duty (inlcuding fiduciary duty, if any), representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2018-5) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2018-5) Notes or any interest therein, including, without limitation any loss of value of any Class A(2018-5) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that contrary, (a) this document is Agreement has been executed and delivered by Wilmington TrustCitibank, National AssociationN.A., not individually or personally, in its individual capacity but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Owner Trustee and the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington TrustCitibank, National Association, N.A. but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington TrustCitibank, National AssociationN.A., individually or personally, to perform any covenant either expressed or implied contained hereinherein of the Owner Trustee or the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any person Person claiming by, through or under the parties hereto, (d) Citibank, N.A. has made no investigation as to the accuracy or completeness of any representations and warranties made by the Owner Trustee or the Issuer in this Agreement and (de) under no circumstances shall Wilmington TrustCitibank, National Association N.A., be personally liable for the payment of any indebtedness or expenses of the Owner Trustee or the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Owner Trustee or the Issuer under this Agreement or under any other related documents. For the Notes purposes of this Agreement, in the performance of its duties or any obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the IssuerTrust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the IssuerIssuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement and the Grantor Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer or the Grantor Trust is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the IssuerIssuer or the Grantor Trust, as applicable, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, as Owner Trustee or as Grantor Trust Trustee, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer, the Grantor Trust or any other Person in this Agreement and (de) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust, as applicable, under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to Issuer or the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant theretoGrantor Trust, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indentureapplicable. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.11 Receivables Contribution Agreement (BLAST 2024-3)

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (a) this document each Pooling and Servicing Agreement is executed and delivered by Wilmington Trust, National Associationthe Trustee, not individually or personally, personally but solely as Owner Trustee of the IssuerTrust, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of except with respect to Section 8.15 hereof the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is Trust are made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Associationthe Trustee, but is are made and intended for the purpose of binding only the IssuerTrust, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Associationthe Trustee, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto who are signatories to this Agreement and by any person Person claiming by, through or under such parties; provided, however, the parties heretoTrustee shall be liable in its individual capacity for its own willful misconduct or gross negligence and for any tax assessed against the Trustee based on or measured by any fees, commission or compensation received by it for acting as Trustee and (d) under no circumstances shall Wilmington Trust, National Association the Trustee be personally liable for the payment of any indebtedness or expenses of the Issuer Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer Trust under any Pooling and Servicing Agreement; provided further that this Agreement Section 10.18 shall survive the resignation or under the Notes or any removal of the other Transaction Documents or in any Trustee. Except as otherwise provided hereunder, the Company hereby agrees to indemnify and hold harmless the Trustee, the Trust (for the benefit of the certificatesHolders), notices the Holders, the Letter of Credit Agent, the Letter of Credit Banks, the Administrative Agent and the Liquidity Banks (each, an “Indemnified Person”) from and against any loss, liability, expense, damage or agreements delivered injury suffered or sustained by reason of any acts, omissions or alleged acts or omissions arising out of, or relating to, activities of the Company pursuant theretoto any Pooling and Servicing Agreement to which it is a party, as including but not limited to all any judgment, award, settlement, reasonable attorneys’ fees and other reasonable costs or expenses incurred in connection with the defense of which recourse any actual or threatened action, proceeding or claim, except to the extent such loss, liability, expense, damage or injury resulted from the gross negligence, bad faith or willful misconduct of an Indemnified Person or resulted from the performance of any Purchased Loan, market fluctuations or other market or investment risk not attributable to acts or omissions or alleged acts or omissions of the Company; provided, however, that any payments to be made by the Company pursuant to this subsection shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other Company Subordinated Obligations. The indemnification obligations of the Issuer under Company hereunder shall survive the Notes termination of any Pooling and Servicing Agreement or any the resignation or removal of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse Trustee and shall be had solely to binding upon the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunderCompany, the Indenture Trustee shall be subject to, Servicer and entitled to the benefits of, the terms and provisions of Article VI of the Indentureany Successor Servicer.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that (a) this document is executed and delivered by Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, not in its individual capacity 33 Sale and Servicing Agreement (2014-3) but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indenture.

Limitation of Liability. (a) It is expressly understood and agreed by Notwithstanding anything contained herein to the parties that (a) contrary, this document is Agreement has been executed and delivered by Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National Association, not individually or personally, in its individual capacity but solely as Owner Trustee of the IssuerTrustee, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (b) each of no event shall it have any liability for the representations, warranties, covenants, undertakings and agreements herein made on the part or other obligations of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement hereunder or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer. Under no circumstances shall the Owner Trustee be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles VI, VII and VIII of the Trust Agreement. (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of New York Mellon, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectivelyTrustee, and in no event shall it have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the IndentureIndenture provided, that the obligations under Section 6.1(a) of the Indenture shall only be applicable to the performance of the Indenture Trustee’s duties and obligations under the Indenture and shall not be applicable to the Indenture Trustee’s performance hereunder.

Limitation of Liability. (a) It is expressly understood and agreed by the parties that The liability of Bank (aor any other Indemnified Person) under, in connection with and/or arising out of this document is executed and delivered by Wilmington TrustAgreement, National Associationany Document or any Transaction, not individually or personally, but solely as Owner Trustee regardless of the Issuer, in the exercise form or legal grounds of the powers action or proceeding, shall be limited to any direct damages suffered by Buyer that are caused directly by Bank’s gross negligence or willful misconduct, Buyer’s aggregate remedies against Bank and authority conferred and vested any Indemnified Person hereunder shall in itno event exceed the aggregate amount paid by Buyer to Bank in respect of all Transactions, pursuant plus interest. Notwithstanding anything to the Trust Agreement, (b) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, warranties, covenants undertakings and agreements by Wilmington Trust, National Association, but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained contrary herein, all such liabilityBank and the other Indemnified Persons shall not, if anyunder any circumstances whatsoever, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (d) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for any punitive, consequential, indirect or special damages or losses regardless of whether Bank or any Indemnified Person shall have been advised of the breach possibility thereof or failure of the form of action in which such damages or losses may be claimed. Buyer shall take commercially reasonable action to avoid and mitigate the amount of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes damages claimed against Bank or any Indemnified Person, including by enforcing its rights in the underlying transaction. Any claim by Buyer for damages under or in connection with this Agreement, any Document or any Transaction shall be reduced by an amount equal to the amount of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer.loss that would have been (b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Without limiting any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes provision of this Agreement, Bank, each Investor and each other Indemnified Person (if applicable): (i) may purchase any Confirmed Receivable; (ii) may accept any Documents which appear on their face to have been signed, presented or issued (X) by any purported successor or transferee of any Supplier or other party required to sign, present or issue the Documents or (Y) under a new name of the Supplier; (iii) shall not be responsible for the identity or authority of any presenter or signer of any Document or the form, accuracy, genuineness, or legal effect of any Confirmed Receivable or of any Documents; (iv) may act upon any Instruction which it, in Good Faith, believes to have been given by a Person or entity authorized to give such Instruction; (vi) shall not be responsible for any errors, omissions, interruptions or delays in transmission or delivery any message, advice or document (regardless of how sent or transmitted) or for errors in interpretation of technical terms or in translation, or any consequence arising from causes beyond the performance control of its duties Bank, (vii) shall not be responsible for any acts, omissions or obligations hereunderfraud by, or the Indenture Trustee solvency of, any Supplier or any other Person; and (viii) shall have no obligation to discount any Confirmed Receivable upon or during any Event of Default or for which Buyer is unable or unwilling to reimburse or indemnify Bank, notwithstanding any provision by Bank to the Supplier of a Offer (provided that Buyer acknowledges that if Bank shall later be required to purchase such Confirmed Receivable, Buyer shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureliable therefor in accordance with paragraph 2).

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under them, (iv) Wilmington Trust Company has made no investigation as to the parties hereto, accuracy or completeness of any representations and warranties made by the Trust in the Agreement and (dv) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2023-2) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2023-2) Notes or any interest therein, including, without limitation any loss of value of any Class A(2023-2) Note or any interest therein, due to the failure of the other Transaction Documents or in Retained Interest and compliance by Discover Bank and Discover Funding with the terms of this Agreement to satisfy any of the certificates, notices UK Securitization Regulation Rules or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee any other similar or the Certificate Paying Agent be personally liable for the payment of any indebtedness equivalent provisions now or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes of this Agreement, hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.

Limitation of Liability. (a) It is expressly understood and agreed by the parties hereto that (ai) this document Agreement is executed and delivered by Wilmington Trust, National Association, Trust Company not individually or personally, personally but solely as Owner Trustee under the Amended and Restated Trust Agreement, dated as of December 22, 2015 (the Issuer“Trust Agreement”), between Discover Funding LLC and Wilmington Trust Company, and in the exercise of the powers and authority conferred and vested in it, pursuant to the Trust Agreement, (bii) each of the representations, warranties, covenants, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representationsrepresentation, warranties, covenants undertakings and agreements undertaking or agreement by Wilmington Trust, National Association, Trust Company but is made and intended for the purpose of binding only the Issuer, (ciii) nothing herein contained shall will be construed as creating any liability on the Wilmington Trust, National Association, Trust Company individually or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto to this Agreement and by any person claiming by, through or under the parties hereto, them and (div) under no circumstances shall will Wilmington Trust, National Association Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or under the Notes or any of the other Transaction Documents or in any of the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuerrelated documents. (b) Notwithstanding anything to the contrary contained herein or in any other document or agreement relating to the contraryClass A(2019-2) Notes, this Agreement has been executed and delivered by ▇▇▇▇▇ Fargo Bank, National Association, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, respectively, and in no event shall it have Discover Bank or Discover Funding be liable to the Indenture Trustee, the Issuer, the Owner Trustee, any liability for the representationsApplicable Investor or any other Noteholder, warrantiesor responsible for, covenants, agreements or other obligations losses in respect of the Issuer under the Class A(2019-2) Notes or any interest therein, including, without limitation any loss of value of any Class A(2019-2) Note or any interest therein, due to the failure of the other Transaction Documents or in any of Retained Interest and compliance by Discover Bank and Discover Funding with the certificates, notices or agreements delivered pursuant thereto, as to all of which recourse shall be had solely to the assets of the Issuer; provided that the Indenture Trustee shall be responsible for its actions as Indenture Trustee hereunder and under the Indenture. Under no circumstances shall the Indenture Trustee or the Certificate Paying Agent be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure of any obligations, representation, warranty or covenant made or undertaken by the Issuer under the Transaction Documents. For the purposes terms of this Agreement, Agreement to satisfy the EU Due Diligence and Retention Rules or other similar or equivalent provisions now or hereafter in the performance of its duties or obligations hereunder, the Indenture Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI of the Indentureeffect.