Common use of Limitation on Liability of Servicer and Others Clause in Contracts

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person respecting any matters arising under this Agreement. Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the The directors, officers, employees or agents of the Servicer shall not be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner TrusteeHolders, any Credit Enhancement Provider or any other Person hereunder or pursuant to any document delivered hereunder, it being expressly understood that all such liability is expressly waived and released as a condition of, and as consideration for, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking execution of any action pursuant to this Agreement or for errors in judgmentand any Supplement and the issuance of the Certificates; provided, however, provided that this provision shall not protect the directors, officers, employees and agents of Servicer or any such person against any liability that which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Except as provided in Section 8.4 with respect to the Trust and Trustee, its officers, directors, employees and agents, Servicer shall not be under any liability to the Trust, Trustee, its officers, directors, employees and agents, the Holders or any other Person for any action taken or for refraining from the taking of any action in its capacity as Servicer pursuant to this AgreementAgreement or any Supplement; provided that this provision shall not protect Servicer against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of its reckless disregard of its obligations and duties hereunder or under any Supplement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreementhereunder. Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall which is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that Agreement which in its reasonable opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.

Limitation on Liability of Servicer and Others. Neither (a) Except as otherwise provided under this Servicing Agreement, neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability liable to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the Certificateholder, except as provided under this Agreement, any other Person for any action taken or for refraining from the taking of any action pursuant to this Servicing Agreement or for good faith errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasancegross negligence, bad faith or negligence willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties under this Servicing Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person, respecting any matters arising under this Servicing Agreement. . (b) Except as provided in this Servicing Agreement, including Section 5.02(d), the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action relating to the Securitized Utility Tariff Property that shall is not be incidental directly related to one of the Servicer’s enumerated duties in this Servicing Agreement or related to its duties obligation to service the Receivables in accordance with this Agreementpay indemnification, and that in its reasonable opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent may, in respect of any Proceeding, undertake any action that is not specifically identified in this Servicing Agreement as a duty of the Owner Trustee or Indenture Trustee) undertake any reasonable action Servicer but that it may deem the Servicer reasonably determines is necessary or desirable in respect of the Basic Documents and order to protect the rights and duties of the parties to Issuer or the Basic Documents Indenture Trustee under this Servicing Agreement and the interests of the Certificateholder Holders and Customers under this Agreement Servicing Agreement. The Servicer’s costs and expenses incurred in connection with any such Proceeding shall be payable from Securitized Utility Tariff Charges as an Ongoing Financing Cost (and shall not be deemed to constitute a portion of the Noteholders under Servicing Fee) in accordance with the Indenture. In The Servicer’s obligations pursuant to this Section 6.04 shall survive and continue notwithstanding that payment of such event, Ongoing Financing Cost may be delayed pursuant to the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities terms of the Trust Estate Indenture (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and it being understood that the Servicer will may be entitled required initially to be reimbursed therefor solely from Available Collectionsadvance its own funds to satisfy its obligations hereunder).

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person respecting any matters arising under this Agreement. Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Noteholders[, the Insurer] or the CertificateholderResidual Interestholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misconduct or bad faith or in the performance of duties of negligence in the performance of duties or by reason of reckless disregard of obligations and its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables Contracts in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Residual Interestholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders, or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its 49 (Nissan 2017-A Sale and Servicing Agreement) opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. Neither (a) None of the Servicer nor Servicer, the Custodian or any of the directors, officers, employees or agents of the Servicer or the Custodian shall be under any liability to the SellerIndenture Trustee, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, any other Person for any action taken it takes or for refraining from omits to take in good faith which it believes to be authorized or within its rights or powers, unless the taking of any action pursuant to this Agreement Servicer’s or for errors in judgment; providedCustodian’s conduct, howeveras applicable, that this provision shall not protect the Servicer constitutes willful misconduct, negligence or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementfaith. The Servicer Servicer, the Custodian and any director, officer, officer or employee or agent of the Servicer or the Custodian may reasonably rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. Agreement or under the other Transaction Documents. (b) Except as provided in this Agreement, neither the Servicer nor the Custodian shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service service, or with respect to custody of, the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer or the Custodian may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Transaction Documents and the rights and duties of the parties Parties to the Basic Transaction Documents and the interests of the Certificateholder under this Agreement and Issuer in the Noteholders under the IndentureTransaction Documents. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or Servicer except to the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsextent otherwise provided herein.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Noteholders[, the Swap Counterparty] or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Noteholders and the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor solely therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsFunds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.4(a)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Account Balance on such date have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner TrusteeCertificateholders, the Noteholders or the Certificateholderany other Person, except as expressly provided under this Agreement, for 56 (Nissan 2015-C Sale and Servicing Agreement) any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 26 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2018-1)

Limitation on Liability of Servicer and Others. Neither (a) Notwithstanding Section 8.01, neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement Agreement, or for errors in judgment; , provided, however, that this provision shall not protect the Servicer or any such person Person against any breach of warranties or representations made herein, for its own negligent actions, or failure to perform its obligations in strict compliance with any standard of care set forth in this Agreement, or any liability that which would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in any breach of the performance terms and conditions of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreementhereunder. Except as provided in this Agreement, the The Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall which is not be incidental to its duties to service the Receivables Mortgage Loans in accordance with this Agreement, Agreement and that which in its opinion may involve it in any expense or liability; PROVIDED, HOWEVERprovided, however, that the Servicer may (may, with the written consent of the Owner Trustee or Indenture Trustee) Owner, which consent shall not be unreasonably withheld, undertake any reasonable such action that which it may deem necessary or desirable in respect of the Basic Documents to this Agreement and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenturehereto. In such event, the Servicer shall be entitled to reimbursement from the Owner of the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be except when such expenses, costs and liabilities of are subject to the Trust Estate Servicer’s indemnification under Section 8.01. (if any Notes are then outstandingb) Notwithstanding Section 8.01, the Servicer shall not be required to indemnify, or otherwise be liable to, the Owner Trust Estate (if no Notes are then outstandingor those referenced above for any Liability which the Owner is required to indemnify for pursuant to Section 8.01(b) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsabove.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 27 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2023-1)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, [the Swap Counterparty,] the Noteholders or the CertificateholderCertificateholders, except as provided in Section 5.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. 15 Form of Servicing Agreement (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Trustee or the CertificateholderSecurityholders, except as specifically provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement the Further Transfer and Servicing Agreements or for errors in judgment; provided, -------- however, that this provision shall not protect the Servicer or any such person Person ------- against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementthe Further Transfer and Servicing Agreements. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) [Reserved.] (c) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it -------- ------- may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Securityholders under this Agreement and the Noteholders and (to the extent expressly provided therein) the Certificateholders under the IndentureIndenture and the interests of the Certificateholders under the Trust Agreement. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or Owner Trustee payable from the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. (d) The Applicable Trustee shall distribute out of the Collection Account on a Distribution Date any amounts permitted for reimbursement pursuant to subsection 7.03(c) which have not been previously reimbursed after any deposit to the Reserve Account pursuant to Section 4.06(c)(v) and before any distribution to the Certificate Distribution Account pursuant to Section 4.07(b); provided, however, that the Applicable Trustee shall not distribute -------- ------- such amounts if the amount on deposit in the Reserve Account (after giving effect to all deposits and withdrawals pursuant to Sections 4.06(b) and (c) and Section 4.07(c), on such Distribution Date) is greater than zero but less than the Specified Reserve Account Balance for such Distribution Date.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Noteholders[, the Swap Counterparty] or the CertificateholderResidual Interestholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. 25 Sale and Servicing Agreement (20[ ]-[ ]) (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Residual Interestholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 27 Sale and Servicing Agreement (SDART 2021-3) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 26 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2018-4)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 27 Sale and Servicing Agreement (SDART 2024-4) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (a) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made. (b) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsCollections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made.

Limitation on Liability of Servicer and Others. Neither Except as otherwise provided under this Agreement, neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability liable to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the Certificateholder, except as provided under this Agreement, any other Person for any action taken or for refraining from the taking of any action pursuant to this Agreement or for good faith errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement or the Intercreditor Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel reasonably acceptable to the Indenture Trustee or on any document of any kind kind, prima facie properly executed and submitted by any person Person, respecting any matters arising under this Agreement. Except as provided in this Agreement, including but not limited to Sections 5.02(d) and (e), the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action relating to the Transition Property that shall is not be incidental directly related to one of the Servicer’s enumerated duties in this Agreement or related to its duties obligation to service the Receivables in accordance with this Agreementpay indemnification, and that in its reasonable opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent may, in respect of the Owner Trustee or Indenture Trustee) any Proceeding, undertake any reasonable action that it may deem is not specifically identified in this Agreement as a duty of the Servicer but that the Servicer reasonably determines is necessary or desirable in respect of the Basic Documents and order to protect the rights and duties of the parties to Issuer or the Basic Documents Indenture Trustee under this Agreement and the interests of the Certificateholder Holders and Customers under this Agreement Agreement. The Servicer’s costs and expenses incurred in connection with any such proceeding shall be payable from TC Collections as an Operating Expense (and shall not be deemed to constitute a portion of the Noteholders under Servicing Fee) in accordance with the Indenture. In The Servicer’s obligations pursuant to this Section 6.04 shall survive and continue notwithstanding that payment of such event, Operating Expense may be delayed pursuant to the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities terms of the Trust Estate Indenture (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and it being understood that the Servicer will may be entitled required initially to be reimbursed therefor solely from Available Collectionsadvance its own funds to satisfy its obligations hereunder).

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 27 Sale and Servicing Agreement (SDART 2024-2) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directorsmanagers, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders, or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any directormanager, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. 26 (NAROT 2025-A Sale and Servicing Agreement) (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. CRVNA 2024-P4 Servicing Agreement (a) The Servicer will be liable under this Agreement only to the extent of the obligations specifically undertaken by the Servicer under this Agreement and the representations and warranties made by the Servicer hereunder. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuing Entity, the IssuerGrantor Trust, the Indenture Trustee, the Owner Trustee, the Grantor Trust Trustee, the Collateral Custodian, the Backup Servicer, the Seller, the Noteholders or the CertificateholderCertificateholders, except as provided in Section 4.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misconduct or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. Except as provided in this AgreementAdditionally, the Servicer shall not be liable for any failure or delay in the performance of its obligations or the taking of any action under this Agreement if that failure or delay arises from compliance by the Servicer with any Applicable Law or court order or the direction of a regulatory authority. (b) Except as explicitly provided in this Agreement or any other Transaction Document, the Servicer will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to necessary in furtherance of its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsits Customary Servicing Practices.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Delaware Trustee, the Noteholders[, the Swap Counterparty] or the CertificateholderCertificateholders, except as provided in Section 5.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Noteholders and the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections[Servicer].

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 27 Sale and Servicing Agreement (SDART 2024-3) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 26 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2018-2)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuer, the IssuerGrantor Trust, the Indenture Trustee, the Owner Trustee, the Grantor Trust Trustee, the Certificate Paying Agent, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. 30 Sale and Servicing Agreement (BLAST 2023-1) (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Noteholders and the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collections.therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date in accordance with Section 4.4(a). 25 Sale and Servicing Agreement (USAA 2019-1)

Limitation on Liability of Servicer and Others. (a) The Servicer will be liable under this Agreement only to the extent of the obligations specifically undertaken by the Servicer under this Agreement and the representations and warranties made by the Servicer hereunder. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuing Entity, [the Issuer, Grantor Trust,] the Indenture Trustee, the Owner Trustee, [the Grantor Trust Trustee,] the Collateral Custodian, [the Backup Servicer,] the Seller, the Noteholders or the CertificateholderCertificateholders, except as provided in Section 4.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. Except as provided in this AgreementAdditionally, the Servicer shall not be liable for any failure or delay in the performance of its obligations or the taking of any action under this Agreement if that failure or delay arises from compliance by the Servicer with any Applicable Law or court order or the direction of a regulatory authority. (b) Except as explicitly provided in this Agreement or any other Transaction Document, the Servicer will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to necessary in furtherance of its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsits Customary Servicing Practices.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 27 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2022-7)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 27 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.DRIVE 2024-1)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of its obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and this Agreement, the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee, the Indenture Trustee and the Servicer have been made. (c) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsCollections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee and the Indenture Trustee have been made.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability liable to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Bondholders or the Certificateholderany other Person, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for good faith errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person, respecting any matters arising under this Agreement. Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be related to or incidental to its duties to service the Receivables Recovery Property in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent may, in respect of the Owner Trustee or Indenture Trustee) any Proceeding, undertake any reasonable action that it may deem is not specifically identified in this Agreement as a duty of the Servicer but that the Servicer reasonably determines is necessary or desirable in respect of the Basic Documents and order to protect the rights and duties of the parties to Issuer or the Basic Documents Indenture Trustee under this Agreement and the interests of the Certificateholder Holders and Customers under this Agreement Agreement. The Servicer’s costs and expenses incurred in connection with any such proceeding shall be payable from Recovery Charge Collections as an Operating Expense (and shall not be deemed to constitute a portion of the Noteholders under Servicing Fee) in accordance with the Indenture. In such event, the reasonable legal expenses and costs The Servicer shall have no obligations under this paragraph if it is not being reimbursed on a current basis for such action and any liability resulting therefrom shall be expenses, its costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) expenses in taking such actions, and the Servicer will shall not be entitled required to be reimbursed therefor solely from Available Collectionsadvance its own funds to satisfy its obligations hereunder.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Delaware Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person respecting any matters arising under this Agreement. Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 27 Sale and Servicing Agreement (SDART 2021-4) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 27 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2023-4)

Limitation on Liability of Servicer and Others. Neither (a) Except as otherwise provided under this Servicing Agreement, neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability liable to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the Certificateholder, except as provided under this Agreement, any other Person for any action taken or for refraining from the taking of any action pursuant to this Servicing Agreement or for good faith errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of gross negligence, recklessness or willful misfeasance, bad faith or negligence misconduct in the performance of duties or by reason of reckless disregard of obligations and duties under this Servicing Agreement or any Intercreditor Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person, respecting any matters arising under this Servicing Agreement. . (b) Except as provided in this Servicing Agreement, including but not limited to Section 5.02(d), the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action relating to the Securitization Property that shall is not be incidental directly related to one of the Servicer’s enumerated duties in this Servicing Agreement or related to its duties obligation to service the Receivables in accordance with this Agreementpay indemnification, and that in its reasonable opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent may, in respect of any Proceeding, undertake any action that is not specifically identified in this Servicing Agreement as a duty of the Owner Trustee or Indenture Trustee) undertake any reasonable action Servicer but that it may deem the Servicer reasonably determines is necessary or desirable in respect of the Basic Documents and order to protect the rights and duties of the parties to Issuer or the Basic Documents Indenture Trustee under this Servicing Agreement and the interests of the Certificateholder Holders and Customers under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicing Agreement.

Limitation on Liability of Servicer and Others. CRVNA 2025-P2 Servicing Agreement (a) The Servicer will be liable under this Agreement only to the extent of the obligations specifically undertaken by the Servicer under this Agreement and the representations and warranties made by the Servicer hereunder. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuing Entity, the IssuerGrantor Trust, the Indenture Trustee, the Owner Trustee, the Grantor Trust Trustee, the Collateral Custodian, the Backup Servicer, the Seller, the Noteholders or the CertificateholderCertificateholders, except as provided in Section 4.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misconduct or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. Except as provided in this AgreementAdditionally, the Servicer shall not be liable for any failure or delay in the performance of its obligations or the taking of any action under this Agreement if that failure or delay arises from compliance by the Servicer with any Applicable Law or court order or the direction of a regulatory authority. (b) Except as explicitly provided in this Agreement or any other Transaction Document, the Servicer will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to necessary in furtherance of its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsits Customary Servicing Practices.

Limitation on Liability of Servicer and Others. (a) The Servicer will be liable under this Agreement only to the extent of the obligations specifically undertaken by the Servicer under this Agreement and the representations and warranties made by the Servicer hereunder. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuing Entity, the IssuerGrantor Trust, the Indenture Trustee, the Owner Trustee, the Grantor Trust Trustee, the Collateral Custodian, the Backup Servicer, the Seller, the Noteholders or the CertificateholderCertificateholders, except as provided in Section 4.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. Except as provided in this AgreementAdditionally, the Servicer shall not be liable for any failure or delay in the performance of its obligations or the taking of any action under this Agreement if that failure or delay arises from compliance by the Servicer with any Applicable Law or court order or the direction of a regulatory authority. 16 CRVNA 2022-P2 Servicing Agreement (b) Except as explicitly provided in this Agreement or any other Transaction Document, the Servicer will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to necessary in furtherance of its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsits Customary Servicing Practices.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Noteholders[, the Swap Counterparty] or the CertificateholderCertificateholders, except as provided in Section 5.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Noteholders and the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections[Servicer].

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner TrusteeCertificateholders, the Noteholders or the Certificateholderany other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in 55 (Nissan 2015-A Sale and Servicing Agreement) good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directorsmanagers, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders[ or the [Swap Counterparty][Cap Provider]], or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any directormanager, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerAdministrator, Santander Consumer, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 13 Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2025-1)

Limitation on Liability of Servicer and Others. ‌ (a) Neither the Servicer (including in its capacity as custodian) nor any of the directors, officers, directors or officers or employees or agents of the Servicer (including in its capacity as custodian) shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Grantor Trust, the Grantor Trust Trustee, the Owner Trustee, the Noteholders Noteholders, the Certificateholders or the CertificateholderRetained Interest Lender, except as provided in Section 5.2 and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer (including in its capacity as custodian) and any director, officer, officer or employee or agent of the Servicer (including in its capacity as custodian) may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall (including in its capacity as custodian) will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service service, or maintain custody of, the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer (including in its capacity as custodian) may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuer, the IssuerGrantor Trust, the Indenture Trustee, the Owner Trustee, the Grantor Trust Trustee, the Certificate Paying Agent, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any 30 Sale and Servicing Agreement (BLAST 2024-1) such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 27 Sale and Servicing Agreement (SDART 2021-2) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person respecting any matters arising under this Agreement. Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made. (c) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsCollections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made.

Limitation on Liability of Servicer and Others. Neither Except as otherwise provided under this Servicing Agreement, neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability liable to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the Certificateholder, except as provided under this Agreement, any other Person for any action taken or for refraining from the taking of any action pursuant to this Servicing Agreement or for good faith errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of negligence, recklessness or willful misfeasance, bad faith or negligence misconduct in the performance of duties or by reason of reckless disregard of obligations and duties under this Servicing Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person, respecting any matters arising under this Servicing Agreement. Except as provided in this Servicing Agreement, including Section 5.02(d), the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action relating to the Securitized Utility Tariff Property that shall is not be incidental directly related to one of the Servicer’s enumerated duties in this Servicing Agreement or related to its duties obligation to service the Receivables in accordance with this Agreementpay indemnification, and that in its reasonable opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent may, in respect of the Owner Trustee or Indenture Trustee) any Proceeding, undertake any reasonable action that it may deem is not specifically identified in this Servicing Agreement as a duty of the Servicer but that the Servicer reasonably determines is necessary or desirable in respect of the Basic Documents and order to protect the rights and duties of the parties to Issuer or the Basic Documents Indenture Trustee under this Servicing Agreement and the interests of the Certificateholder Holders and Customers under this Agreement Servicing Agreement. The Servicer’s costs and expenses incurred in connection with any such Proceeding shall be payable from Securitized Utility Tariff Charges as an Ongoing Financing Cost (and shall not be deemed to constitute a portion of the Noteholders under Servicing Fee) in accordance with the Indenture. In The Servicer’s obligations pursuant to this Section 6.04 shall survive and continue notwithstanding that payment of such event, Ongoing Financing Cost may be delayed pursuant to the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities terms of the Trust Estate Indenture (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and it being understood that the Servicer will may be entitled required initially to be reimbursed therefor solely from Available Collectionsadvance its own funds to satisfy its obligations hereunder).

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner TrusteeCertificateholders, the Noteholders or the Certificateholderany other Person, except as expressly provided under this Agreement, for 56 (Nissan 2015-B Sale and Servicing Agreement) any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer 24 Sale and Servicing Agreement (USAA 2016-1) and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Noteholders and the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date in accordance with Section 4.4(a).

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 26 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2018-3)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor the Back-up Servicer nor any of the directors, officers, their respective directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the IssuerTrust, the Indenture Trustee, the Owner TrusteeCertificateholders, the Noteholders Residual Interest Holders or the CertificateholderNoteholders, except as specifically provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgmentAgreement; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or negligence (or, with respect to CenterOne, gross negligence) in the performance of its duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and the Back-up Servicer and any director, officer, respective director or officer or employee or agent of the Servicer thereof may rely in good faith on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this AgreementAgreement (collection actions with respect to Charged-Off Receivables are understood to be incidental to the Servicer's duties to service the Receivables), and that in its opinion may involve it in any expense or liability; PROVIDED. (c) Notwithstanding anything to the contrary herein, HOWEVER, that neither the Servicer may (with nor the written consent Back-up Servicer, nor any of their respective directors or officers or employees or agents of the Owner Trustee Servicer, shall be liable to any party hereto (or Indenture Trusteeany Affiliate of any such Person) undertake for indirect, punitive, exemplary, or consequential damages arising from any reasonable action that it may deem necessary breach of contract, tort, or desirable in respect other wrong relating to the establishment, administration, or collection of the Basic Documents and the rights and duties Receivables or as a result of the parties to the Basic Documents and the interests of the Certificateholder any transaction contemplated under this Agreement and or any other Basic Document; provided, however, that this provision shall not protect the Noteholders under the Indenture. In such eventServicer or Back-up Servicer, the reasonable legal expenses and costs for such action and respectively, against any liability resulting therefrom shall that would otherwise be expensesimposed by reason of negligence (or, costs and liabilities with respect to CenterOne, gross negligence) in the performance of its respective actions or by the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled failure to be reimbursed therefor solely from Available Collectionsact in performing its respective duties under this Agreement.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders, or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collections.therefor. 50 (NAROT 2019-A Sale and Servicing Agreement)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 26 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2018-5)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderResidual Interestholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. 23 Sale and Servicing Agreement (2011-4) (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Residual Interestholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. CRVNA 2025-P1 Servicing Agreement (a) The Servicer will be liable under this Agreement only to the extent of the obligations specifically undertaken by the Servicer under this Agreement and the representations and warranties made by the Servicer hereunder. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuing Entity, the IssuerGrantor Trust, the Indenture Trustee, the Owner Trustee, the Grantor Trust Trustee, the Collateral Custodian, the Backup Servicer, the Seller, the Noteholders or the CertificateholderCertificateholders, except as provided in Section 4.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misconduct or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. Except as provided in this AgreementAdditionally, the Servicer shall not be liable for any failure or delay in the performance of its obligations or the taking of any action under this Agreement if that failure or delay arises from compliance by the Servicer with any Applicable Law or court order or the direction of a regulatory authority. (b) Except as explicitly provided in this Agreement or any other Transaction Document, the Servicer will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to necessary in furtherance of its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsits Customary Servicing Practices.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. 24 Sale and Servicing Agreement (2016-2) (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. Neither (a) Except as otherwise provided under this Servicing Agreement, neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability liable to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the Certificateholder, except as provided under this Agreement, any other Person for any action taken or for refraining from the taking of any action pursuant to this Servicing Agreement or for good faith errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of negligence, recklessness or willful misfeasance, bad faith or negligence misconduct in the performance of duties or by reason of reckless disregard of obligations and duties under this Servicing Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person, respecting any matters arising under this Servicing Agreement. . (b) The Servicer acknowledges under the authority granted to the Commission pursuant to Chapter 62 of the North Carolina General Statutes that the Commission has authority to enter an order enforcing the provisions of this Servicing Agreement, including without limitation the enforcement of Section 6.02 consistent with the Financing Order and Storm Recovery Law. (c) Except as provided in this Servicing Agreement, including Section 5.02(d), the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action relating to the Storm Recovery Property that shall is not be incidental directly related to one of the Servicer’s enumerated duties in this Servicing Agreement or related to its duties obligation to service the Receivables in accordance with this Agreementpay indemnification, and that in its reasonable opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent may, in respect of the Owner Trustee or Indenture Trustee) any Proceeding, undertake any reasonable action that it may deem is not specifically identified in this Servicing Agreement as a duty of the Servicer but that the Servicer reasonably determines is necessary or desirable in respect of the Basic Documents and order to protect the rights and duties of the parties to Issuer or the Basic Documents Indenture Trustee under this Servicing Agreement and the interests of the Certificateholder Holders and Customers under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicing Agreement.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders [, the Swap Counterparty] or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders, or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. 51 (NAROT 2020-B Sale and Servicing Agreement) (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders[ or the [Swap Counterparty][Cap Provider]], except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee, the Indenture Trustee and the Servicer have been made. (c) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsCollections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee, the Indenture Trustee and the Servicer have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderResidual Interestholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Residual Interestholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 25 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.2013-1)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer in its capacity as such shall be under any liability to the Seller, the IssuerIssuing Entity, the Indenture Trustee, the Owner Trustee, the Noteholders Securityholders or the Certificateholderany other Person, except as specifically provided under in this Agreement and in the Pooling and Servicing Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement the Basic Documents or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementthe Basic Documents. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under the Basic Documents. (b) The Servicer and any director, officer or employee of the Servicer shall be reimbursed by the Owner Trustee for any contractual damages, liability or expense (including, without limitation, any obligation of the Servicer to the Indenture Trustee pursuant to Section 7.1(a)(iii)(y) or (z)) incurred by reason of the Owner Trustee’s willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of such trustee’s duties under this Agreement. Agreement or the Trust Agreement or by reason of reckless disregard of its obligations and duties under such agreements; provided, however, in no event shall the Owner Trustee be liable for any damages in the nature of special, indirect or consequential damages, however styled, including, without limitation, lost profits. (c) Except as provided in this Agreement or in the Pooling and Servicing Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables arising under the Accounts in the Pool of Accounts in accordance with this Agreement, Agreement and the Pooling and Servicing Agreement and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders Securityholders under the IndentureBasic Documents. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will shall be entitled to be reimbursed therefor. (d) The Applicable Trustee shall distribute out of the Collection Account on a Monthly Distribution Date any amounts permitted for reimbursement pursuant to Section 7.3(c) not therefor solely from Available Collectionsreimbursed; provided, however, that the Applicable Trustee shall not distribute such amounts if the amount on deposit in the Reserve Fund (after giving effect to all withdrawals pursuant to Section 4.5, on such Monthly Distribution Date) is less than the Reserve Fund Required Amount.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders, or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collections.therefor. 49 (Nissan 2016-B Sale and Servicing Agreement)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 27 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.DRIVE 2024-2)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will 26 Sale and Servicing Agreement (SDART 2019-1) not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders[ or the [Swap Counterparty][Cap Provider]], or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. 50 (Nissan 20[ ]-[ ] Sale and Servicing Agreement) (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate Servicer. 27 Sale and Servicing Agreement (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collections.SDART 2023-5)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Noteholders, the Swap Counterparty or the CertificateholderResidual Interestholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (a) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Residual Interestholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerAdministrator, Santander Consumer, the Issuer[, the Grantor Trust], the Indenture Trustee, the Owner Trustee[, the Grantor Trust Trustee, the Certificate Paying Agent,], the Noteholders [, the Swap Counterparty] or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, [the Swap Counterparty,] the Noteholders or the CertificateholderCertificateholders, except as provided in Section 5.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and 15 Form of Servicing Agreement duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer under this Agreement. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderFIRC, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or any action taken in good faith or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, director or officer or employee or agent of the Servicer may rely in good faith on any document of any kind prima facie PRIMA FACIE properly executed and submitted by any person Person respecting any matters arising under this Agreement. The Servicer shall not be liable for an error of judgment made in good faith by a Servicing Employee, unless it shall be proved that the Servicer shall have been grossly negligent in ascertaining the pertinent facts. The Servicer and any director, officer, employee or agent of the Servicer may consult with counsel respecting any matters arising under this Agreement and shall be protected in relying in good faith on the advice of such counsel. Except as expressly provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement; provided, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs costs, and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) FIRC and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collections.therefor. Rights of reimbursement under this Section 7.04 shall survive the termination of this Agreement. SERVICING AGREEMENT

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, Issuer,[ the Issuer, Grantor Trust,] the Indenture Trustee, the Owner Trustee,[ the Grantor Trust Trustee, the Certificate Paying Agent,] the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderResidual Interestholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (a) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Residual Interestholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the Certificateholderany Noteholder, except as specifically provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or any other Further Transfer and Servicing Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer -------- ------- or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of the Servicer's duties or by reason of reckless disregard of obligations and duties under this Agreementthe Further Transfer and Servicing Agreements. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it -------- ------- may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Securityholders under this Agreement and the Noteholders and (to the extent expressly provided therein) the Certificateholders under the IndentureIndenture and the interests of the Certificateholders under the Trust Agreement. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (a) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsServicer.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the Certificateholder, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Noteholders and the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collections.therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date in accordance with Section 4.4(a). 23 Sale and Servicing Agreement (USAA 2009-2)

Limitation on Liability of Servicer and Others. The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer under this Agreement. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderFIARC, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or any action taken in good faith or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, director or officer or employee or agent of the Servicer may rely in good faith on any document of any kind prima facie PRIMA FACIE properly executed and submitted by any person Person respecting any matters arising under this Agreement. The Servicer shall not be liable for an error of judgment made in good faith by a Servicing Employee, unless it shall be proved that the Servicer shall have been grossly negligent in ascertaining the pertinent facts. The Servicer and any director, officer, employee or agent of the Servicer may consult with counsel respecting any matters arising under this Agreement and shall be protected in relying in good faith on the advice of such counsel. Except as expressly provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement; provided, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs costs, and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) FIARC and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. Rights of reimbursement under this Section 7.04 shall survive the termination of this Agreement.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Trustee or the CertificateholderFinancial Parties, except as specifically provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement the Further Transfer and Servicing Agreements or for errors in judgment; provided, however, that this provision shall not protect the -------- ------- Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementthe Further Transfer and Servicing Agreements. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) [Reserved.] (c) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it -------- ------- may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Financial Parties under this Agreement and the Noteholders and (to the extent expressly provided therein) the Certificateholders under the IndentureIndenture and the interests of the Certificateholders under the Trust Agreement. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or Owner Trustee payable from the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. (d) The Applicable Trustee shall distribute out of the Collection Account on a Distribution Date any amounts permitted for reimbursement pursuant to subsection 7.03(c) which have not been previously reimbursed after any deposit to the Reserve Account pursuant to Section 4.06(c)(v) and before any distribution to the Certificate Distribution Account pursuant to Section 4.07(b); provided, however, that the Applicable Trustee shall not distribute -------- ------- such amounts if the amount on deposit in the Reserve Account (after giving effect to all deposits and withdrawals pursuant to Sections 4.06(b) and (c) and Section 4.07(c), on such Distribution Date) is greater than zero but less than the Specified Reserve Account Balance for such Distribution Date.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the its directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Trustee or the CertificateholderNoteholders, except as provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement Agreement, or for errors in judgment; provided, howeverPROVIDED HOWEVER, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence of the Servicer in connection with the performance transactions contemplated by this Agreement and any of duties the other Transaction Documents, or the breach by reason the Servicer of reckless disregard any of obligations and duties its representations, warranties or covenants hereunder or under this Agreementany of the other Transaction Documents. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action Agreement. (c) The Servicer and any liability resulting therefrom shall be expensesdirector, costs and liabilities officer, employee or agent of the Trust Estate (if Servicer may rely in good faith on the advice of counsel or on any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) document of any kind, prima facie properly executed and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionssubmitted by any Person respecting any matters arising under this Agreement.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made. (c) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsCollections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholdes and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner TrusteeTrust, the Noteholders or the Certificateholder, except as provided under this Agreement, Certificateholders for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of duties under this Agreement (except for errors in judgment). The Servicer and any directorits directors, officerofficers, employee or agent of the Servicer employees and agents, may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person respecting Person in respect of any matters arising under this Agreement. Except as provided in this Agreement, the . (b) The Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate Servicer. (if c) The parties expressly acknowledge and consent to W▇▇▇▇ Fargo Bank, National Association, acting in the capacity of Indenture Trustee and in the possible dual capacity of successor Servicer and Indenture Trustee. W▇▇▇▇ Fargo Bank, National Association, may, in such dual or other capacity, discharge its separate functions fully, without hindrance or regard to conflict of interest principles, duty of loyalty principles or other breach of fiduciary duties to the extent that any Notes such conflict or breach arises from the performance by W▇▇▇▇ Fargo Bank, National Association, of express duties set forth in this Agreement in any of such capacities, all of which defenses, claims or assertions are then outstanding) or hereby expressly waived by the Owner Trust Estate (if no Notes are then outstanding) other parties hereto and the Servicer will be entitled to be reimbursed therefor solely from Available CollectionsNoteholders except in the case of gross negligence and willful misconduct by W▇▇▇▇ Fargo Bank, National Association.

Limitation on Liability of Servicer and Others. (a) The Servicer will be liable under this Agreement only to the extent of the obligations specifically undertaken by the Servicer under this Agreement and the representations and warranties made by the Servicer hereunder. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the SellerIssuing Entity[, the IssuerGrantor Trust], the Indenture Trustee, the Owner Trustee[, the Grantor Trust Trustee], the Collateral Custodian[, the Backup Servicer], the Seller, the Noteholders [or the Certificateholder[Swap][Cap] Counterparty], or the Certificateholders, except as provided in Section 4.2 of this Agreement and as otherwise provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misconduct or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. Except as provided in this AgreementAdditionally, the Servicer shall not be liable for any failure or delay in the performance of its obligations or the taking of any action under this Agreement if that failure or delay arises from compliance by the Servicer with any Applicable Law or court order or the direction of a regulatory authority. (b) Except as explicitly provided in this Agreement or any other Transaction Document, the Servicer will not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to necessary in furtherance of its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsits Customary Servicing Practices.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor the general partner or any limited partner under the Servicer's limited partnership agreement or any of the directors, officers, directors or officers or employees or agents of the Servicer Servicer, the general partner or any limited partner under the Servicer's limited partnership agreement shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of its obligations and duties under this Agreement, or by reason of gross negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and this Agreement, the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Funds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee, the Indenture Trustee and the Servicer have been made. (c) The Servicer, the general partner and each limited partner under the Servicer's limited partnership agreement and any director or officer or employee or agent of the Servicer, the general partner and each limited partner under the Servicer's limited partnership agreement shall be indemnified by the Issuer and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) Sale and Servicing Agreement 2007-1 any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsFunds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee and the Indenture Trustee have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor the general partner or any limited partner under the Servicer’s limited partnership agreement or any of the directors, officers, directors or officers or employees or agents of the Servicer Servicer, the general partner or any limited partner under the Servicer’s limited partnership agreement shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of its obligations and duties under this Agreement, or by reason of gross negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and this Agreement, the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Funds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee, the Indenture Trustee and the Servicer have been made. (c) The Servicer, the general partner and each limited partner under the Servicer’s limited partnership agreement and any director or officer or employee or agent of the Servicer, the general partner and each limited partner under the Servicer’s limited partnership agreement shall be indemnified by the Issuer and held harmless against any loss, liability, or expense including reasonable attorneys’ fees and expenses incurred in connection with any legal action relating to the performance of the Servicer’s duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer’s willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsFunds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee and the Indenture Trustee have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Trustee or the CertificateholderFinancial Parties, except as specifically provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement the Further Transfer and Servicing Agreements or for errors in judgment; provided, however, that this provision shall not protect the Servicer -------- ------- or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementthe Further Transfer and Servicing Agreements. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) [Reserved.] (c) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it -------- ------- may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Financial Parties under this Agreement and the Noteholders and (to the extent expressly provided therein) the Certificateholders under the IndentureIndenture and the interests of the Certificateholders under the Trust Agreement. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or Owner Trustee payable from the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. (d) The Applicable Trustee shall distribute out of the Collection Account on a Distribution Date any amounts permitted for reimbursement pursuant to subsection 7.03(c) which have not been previously reimbursed after any deposit to the Reserve Account pursuant to Section 4.06(c)(v) and before any distribution to the Certificate Distribution Account pursuant to Section 4.07(b); provided, however, that the Applicable Trustee shall not distribute -------- ------- such amounts if the amount on deposit in the Reserve Account (after giving effect to all deposits and withdrawals pursuant to Sections 4.06(b) and (c) and Section 4.07(c), on such Distribution Date) is greater than zero but less than the Specified Reserve Account Balance for such Distribution Date.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the CertificateholderSecurityholders, except as specifically provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement the Basic Documents or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence (negligence, in the case of the initial Servicer) in the performance of duties or by reason of reckless (negligent, in the case of the initial Servicer) disregard of obligations and duties under this Agreementthe Basic Documents. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. [Reserved.] Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables Loans in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Beneficiaries and the Certificateholders under this Agreement and the Noteholders Beneficiaries and (to the extent expressly provided therein) the Certificateholders under the IndentureIndenture and the interests of the Certificateholders under the Trust Agreement. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom that is not incidental to its duties to service the Loans in accordance with this Agreement shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. The Indenture Trustee shall distribute out of the Collection Account on a Distribution Date any amounts permitted for reimbursement pursuant to subsection 7.03(c) which have not been previously reimbursed in accordance with Section 8.2 of the Indenture; provided, however, that the Indenture Trustee shall not distribute such amounts if the amount on deposit in the Reserve Account (after giving effect to all deposits and withdrawals pursuant to Section 8.2 of the Indenture) is greater than zero but less than the Specified Reserve Account Balance for such Distribution Date.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner TrusteeTrust, the Noteholders Contributor, the Transferor, the Depositor or the CertificateholderCertificateholders, except as provided under this Agreementherein, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. The Servicer and any director, officer, director or officer or employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreementhereunder. Except as provided in this Agreementherein, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables Transferred Property in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake take any reasonable such non-incidental action that it is reasonable and that may deem be necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents hereto and the interests of 67 73 the Certificateholder under this Agreement Certificateholders hereunder, provided that the Servicer shall notify the Trustee of such proposed action and the Noteholders under Servicer may thereafter commence such action unless the IndentureTrustee shall have disapproved the proposed action by so notifying the Servicer within five Business Days. In the event the Servicer takes such eventaction, the reasonable reasonably incurred legal expenses and costs for of such action and any liability liabilities resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Trust, and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionspursuant to Section 6.04(c)(iii) hereof.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(iv) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made. (c) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsCollections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(iv) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directorsmanagers, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders[ or the [Swap Counterparty][Cap Provider]], or any other Person, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any directormanager, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. 55 (NAROT 20[ ]-[ ] Sale and Servicing Agreement) (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collectionstherefor.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Issuer or the CertificateholderSecurityholders, except as specifically provided under in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement the Further Transfer and Servicing Agreements or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementthe Further Transfer and Servicing Agreements. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) [Reserved] (c) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, Agreement and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Securityholders under this Agreement and the Noteholders and (to the extent expressly provided therein) the Certificateholders under the IndentureIndenture and the interests of the Certificateholders under the Trust Agreement. In such event, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer and the Servicer will shall be entitled to be reimbursed therefor solely from Available Collectionstherefor. (d) The Applicable Trustee shall distribute out of the Collection Account on a Distribution Date any amounts permitted for reimbursement pursuant to subsection 7.03(c) which have not been previously reimbursed after any deposit to the Reserve Account pursuant to Section 4.06(c)(vi) and before any distribution to the Seller pursuant to Section 4.07(b); provided, however, that the Applicable Trustee shall not distribute such amounts if the amount on deposit in the Reserve Account (after giving effect to all deposits and withdrawals pursuant to Sections 4.06(b) and (c) and

Limitation on Liability of Servicer and Others. Neither (a) Except as otherwise provided in this Agreement and the other Trust Documents, neither the Servicer nor any of the its directors, officers, employees or agents of the Servicer shall be under have any liability to the SellerTrust, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders Trustee or the CertificateholderTrust Agent, except as provided under this Agreementor any Beneficiary, Special Purpose Affiliate, Holder or Registered Pledgee, for any action taken or for refraining from the taking of any action pursuant to this Agreement hereto or thereto or for errors in judgment; provided. Notwithstanding the foregoing, however, that this provision shall not protect the Servicer or any such person Person against any liability Liability that would otherwise be imposed by reason of willful misfeasancemisconduct, bad faith or negligence (except errors in judgment) in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder or thereunder. The Servicer and any directorits directors, officerofficers, employee or agent of the Servicer employees and agents may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. hereunder or thereunder and in so doing shall not be acting in bad faith or with negligence, willful misfeasance or reckless disregard. (b) Except as otherwise provided in this AgreementAgreement and the other Trust Documents, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action Proceeding that shall is not be incidental to its duties to service the Receivables Trust Assets in accordance with this Agreement, herewith or therewith and that in its opinion may involve it in any expense or liability; PROVIDEDLiability. Notwithstanding the foregoing, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of this Agreement and the Basic other Trust Documents and the rights and duties of the parties to the Basic Documents hereto or thereto and the interests of the Certificateholder under this Agreement and the Noteholders under the Indentureany Beneficiary hereunder or thereunder. In such event, the reasonable legal expenses and costs for such action and any liability Loss resulting therefrom shall be expenses, costs and liabilities of an expense allocated to the Trust Estate (if any Notes are then outstanding) Assets relating to the UTI or the Owner Trust Estate (if no Notes are then outstanding) and related SUBI, as applicable, subject to reimbursement to the Servicer will be entitled to be reimbursed therefor solely from Available Collectionsextent provided in any applicable Servicing Agreement.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall will be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this AgreementAgreement or the other Transaction Documents, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall will not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of its failure to perform its obligations or of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer’s Certificate of the Seller or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall will not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall is not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and the Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall will be expenses, costs and liabilities of the Trust Estate (Servicer. Notwithstanding the foregoing, if the Initial Servicer has been replaced as Servicer hereunder, any Notes are then outstanding) expenses or the Owner Trust Estate (if no Notes are then outstanding) and fees payable by the Servicer will pursuant to this clause (b) shall be entitled to be reimbursed therefor solely from Available Collections.reimbursable by the Issuer in accordance with Section 4.4(a) of this Agreement or Section 5.4(b) of the Indenture, as applicable. 25 Sale and Servicing Agreement (ACMAT 2025-1)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the SellerTrust, the IssuerSwap Counterparty, the Indenture Trustee, the Owner Trustee, the Noteholders Certificateholders or the CertificateholderNoteholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Servicer and any director, officer, employee or agent of the Servicer may rely in good faith on the advice of counsel or on any document of any kind kind, prima facie properly executed and submitted by any person Person respecting any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and the rights and duties of the parties to the Basic Documents and the interests of the Certificateholder Certificateholders under this Agreement and the Noteholders under the Indenture. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Servicer, and the Servicer will not be entitled to be reimbursed therefor solely from Available Collections.therefor. 62 (Nissan 2008-A Sale and Servicing Agreement)

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor the general partner or any limited partner under the Servicer's limited partnership agreement or any of the directors, officers, directors or officers or employees or agents of the Servicer Servicer, the general partner or any limited partner under the Servicer's limited partnership agreement shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as expressly provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of its obligations and duties under this Agreement, or by reason of gross negligence in the performance of its duties under this Agreement (except for errors in judgment). The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve cause it in to incur any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents and this Agreement, the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Funds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee, the Indenture Trustee and the Servicer have been made. (c) The Servicer, the general partner and each limited partner under the Servicer's limited partnership agreement and any director or officer or employee or agent of the Servicer, the general partner and each limited partner under the Servicer's limited partnership agreement shall be indemnified by the Issuer and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to 18 SALE AND SERVICING AGREEMENT this subsection shall be payable on a Payment Date from the Available CollectionsFunds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders, the Certificateholders, the Owner Trustee and the Indenture Trustee have been made.

Limitation on Liability of Servicer and Others. (a) Neither the Servicer nor any of the directors, officers, directors or officers or employees or agents of the Servicer shall be under any liability to the Seller, the Issuer, the Indenture Trustee, the Owner Trustee, the Noteholders or the CertificateholderCertificateholders, except as provided under this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such person Person against any liability that would otherwise be imposed by reason of willful misfeasance, misfeasance or bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement, or by reason of negligence in the performance of its duties under this Agreement. The Servicer and any director, officer, officer or employee or agent of the Servicer may rely in good faith on any document Opinion of Counsel or on any kind prima facie properly executed Officer's Certificate of the Depositor or certificate of auditors believed to be genuine and submitted to have been signed by any person respecting the proper party in respect of any matters arising under this Agreement. . (b) Except as provided in this Agreement, the Servicer shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDEDprovided, HOWEVERhowever, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents this Agreement and the rights and duties of the parties to the Basic Documents this Agreement and the interests of the Certificateholder Noteholders and Certificateholders under this Agreement and the Noteholders under the IndentureAgreement. In such event, the reasonable legal expenses and costs for of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) Issuer, and the Servicer will shall be entitled to be reimbursed therefor therefor. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available Collections on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders[, the Certificateholders] and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made. (c) The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability, or expense including reasonable attorneys' fees and expenses incurred in connection with any legal action relating to the performance of the Servicer's duties under this Agreement, other than (i) any loss or liability otherwise reimbursable pursuant to this Agreement; (ii) any loss, liability, or expense incurred solely by reason of the Servicer's willful misfeasance, negligence, or bad faith in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties under this Agreement; and (iii) any loss, liability, or expense for which the Issuer is to be indemnified by the Servicer under this Agreement. Any amounts due the Servicer pursuant to this subsection shall be payable on a Payment Date from the Available CollectionsFunds on deposit in the Collection Account only after all payments required to be made on such date to the Noteholders[, the Certificateholders] and the Servicer have been made, and deposits of any amount required to be deposited into the Reserve Account pursuant to Section 4.6(c)(vi) to maintain the amount on deposit therein (exclusive of investment income and earnings on amounts on deposit therein) at the Specified Reserve Balance on such date have been made.

Limitation on Liability of Servicer and Others. Neither the Servicer nor any of the directors, officers, employees or agents of the The Servicer shall be under any liability liable in accordance with this Agreement only to the Sellerextent of the obligations in this Agreement specifically undertaken by the Servicer. The Servicer shall defend, indemnify and hold harmless the Issuer, the Indenture Trustee, the Owner TrusteeNoteholders, the Noteholders Collateral Agent and any of their respective trustees, officers, directors and agents from and against any and all costs, expenses, losses, damages, claims and liabilities, arising out of or resulting from: the Certificateholderuse, except as provided under this Agreement, for any action taken ownership or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect operation by the Servicer or any such person Affiliate thereof of any Financed Vehicle with respect to a Receivable; any taxes that may at any time be asserted against any liability that would otherwise be imposed such Person with respect to the transactions contemplated herein, including any sales, gross receipts, general corporation, tangible personal property, privilege or license taxes (but not including any taxes asserted with respect to, and as of the date of, the sale or pledge of Receivables to any Person, or asserted with respect to ownership of the Receivables, or federal or other income taxes arising out of payments of, or distributions on or any fees or other compensation payable to any such Person) and costs and expenses in defending against the same; and the negligence, willful misfeasance or bad faith of the Servicer in the performance of, or by reason of willful misfeasanceits failure to perform, bad faith its duties under this Agreement or negligence in any of the performance of duties other Basic Documents or by reason of reckless disregard of its obligations and duties under this Agreement. The Servicer and Agreement or any director, officer, employee or agent of the Servicer may rely in good faith on any document other Basic Documents. Indemnification under this Section 6.02 shall survive the termination of this Agreement or prior removal of any kind prima facie properly executed indemnified party hereto and submitted by any person respecting any matters arising under this Agreementshall include reasonable fees and expenses of counsel and expenses of litigation. Except as provided in this Agreement, If the Servicer shall not be under have made any obligation indemnity payments pursuant to appear in, prosecute or defend any legal action that shall not be incidental to its duties to service the Receivables in accordance with this Agreement, and that in its opinion may involve it in any expense or liability; PROVIDED, HOWEVER, that the Servicer may (with the written consent of the Owner Trustee or Indenture Trustee) undertake any reasonable action that it may deem necessary or desirable in respect of the Basic Documents Section 6.02 and the rights and duties Person to or on behalf of the parties whom such payments are made thereafter collects any of such amounts from others, such Person shall promptly repay such amounts to the Basic Documents and the interests of the Certificateholder under this Agreement and the Noteholders under the Indenture. In such eventServicer, the reasonable legal expenses and costs for such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate (if any Notes are then outstanding) or the Owner Trust Estate (if no Notes are then outstanding) and the Servicer will be entitled to be reimbursed therefor solely from Available Collectionswithout interest.