(e) With respect to any of the following, the Initial VFN Noteholder shall provide its affirmative or negative approval, satisfaction, acknowledgement, consent, vote or agreement to exercise such rights to the Administrative Agent within three (3) Business Days following notice from the Administrative Agent; provided that failure to provide any response to the Administrative Agent within the foregoing time period shall be deemed to be the Initial VFN Noteholder’s affirmative approval, satisfaction, acknowledgement, consent, affirmative vote or agreement to exercise such rights:
(i) approval of any Designated Pool and its related Designated Servicing Agreement as set forth in clause (vii) of the definition of “Facility Eligible Pool” in the Base Indenture;
(ii) consent required under clause (viii) of the definition of “Facility Eligible Pool” in the Base Indenture;
(iii) consent required under clause (xi) of the definition of “Facility Eligible Receivable” in the Base Indenture;
(iv) the addition or removal of Designated Servicing Agreements or Designated Pools pursuant to Section 2.1(c) of the Base Indenture;
(v) consent required in connection with the Depositor’s sale, transfer, pledge or other disposition of the Owner Trust Certificate pursuant to Section 8.1(f) of the Base Indenture;
(vi) consent to amendment of the Issuer’s Organizational Documents pursuant to Section 9.5(a) of the Base Indenture;
(vii) consent to deviation from Servicing Standards pursuant to Section 10.2(j) of the Base Indenture;
(viii) the determination as to whether a change has occurred in the Fannie Mae Guide since the date hereof that materially and adversely affects the collectability a Facility Eligible Receivable (or a portion thereof); and
(ix) the amendment of this Indenture Supplement to facilitate tranching of the Notes as provided in Section 13(c) hereof.
(f) In no event shall the Initial VFN Noteholder have any approval, satisfaction, acknowledgement, consent, voting or other right with respect to the Administrative Agent’s calculation of the Note Interest Rate as set forth in Section 8 hereof or the determination or calculation of LIBOR or the Cost of Funds Rate on any date of determination.
Section 6. Series Reserve Account.
In accordance with the terms and provisions of this Section 6 and Section 4.6 of the Base Indenture, the Indenture Trustee has established and shall maintain a Series Reserve Account with respect to the Series 2019-VF1 Notes (the “Series 2019-VF1 Reserve Account”), which shall be an Eligible Account, for the benefit of the Series 2019-VF1 Noteholders. The Series Reserve Account with respect to the Series 2019-VF1 Notes is listed on Schedule 1 attached hereto.
Section 7. Payments; Note Balance Increases; Early Maturity; Additional Funding Conditions.