EX-10.1



 Exhibit 10.1 

March 27, 2018 
 Capital One Services, LLC 

1680 Capital One Drive 
 McLean, Virginia 22102 

 

	Re:	Subservicing Agreement (the “Subservicing Agreement”) 

 Ladies and Gentlemen: 

Capital One Bank (USA), National Association (“COBNA”) has agreed to act as the Servicer (the “Servicer”) under the Third Amended and
Restated Pooling and Servicing Agreement, dated as of June 14, 2016 (as the same has been, and may in the future be, amended, supplemented or otherwise modified, the “Pooling and Servicing Agreement”), by and among COBNA (as successor
in interest to World’s Foremost Bank), WFB Funding, LLC, as Transferor (the “Transferor”), and U.S. Bank National Association, as the Trustee (the “Trustee”). Capitalized terms used herein but not defined have the meanings
given in the Pooling and Servicing Agreement. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows: 

As of the date hereof, the Servicer hereby appoints Capital One Services, LLC (“COSL”), as subservicer (the “Subservicer”) to service and
administer the Receivables. COSL hereby agrees to service and administer the Receivables in accordance with the terms of the Pooling and Servicing Agreement and hereby accepts the duties and obligations of the Servicer under the Pooling and
Servicing Agreement. 
 The Subservicer shall remit, or cause to be remitted, all Collections it receives or which are remitted to an account of COSL not
later than two (2) Business Days after receipt, to the Collection Account. 
 The Subservicer hereby agrees to service and administer the Receivables
in accordance with this Subservicing Agreement and in accordance with the standards applicable to the Servicer under the Pooling and Servicing Agreement. The Subservicer shall have full power and authority, acting alone, to do any and all things in
connection with such servicing and administration that the Servicer may do under the Pooling and Servicing Agreement and as it may deem necessary or desirable and, subject to the foregoing and the provisions of the Pooling and Servicing Agreement,
to execute and deliver in the Subservicer’s own name on behalf of the Servicer, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to each
Receivable and its related Account. 
 As of the date hereof, the Subservicer represents and warrants that COSL is a Delaware limited liability company,
duly organized, validly existing and in good standing under the laws of the State of Delaware and has all power and all material governmental licenses, authorizations, consents and approvals required to carry on its business in each jurisdiction
which its business is now conducted and to enter into and perform this Subservicing Agreement. 
 Notwithstanding the delegation of servicing set forth in
this Subservicing Agreement, the Servicer hereby acknowledges that such delegation shall not relieve the Servicer of its 







 
duties under the Pooling and Servicing Agreement and that the Servicer shall remain obligated and liable to the Transferor and the Trustee for its duties under the Pooling and Servicing Agreement
as if the Servicer alone were performing such duties. 
 COSL hereby agrees that COBNA may, at its sole discretion, at any time and from time to time,
terminate COSL as Subservicer or terminate any or all of the Subservicer’s duties in whole or in part. 
 THIS SUBSERVICING AGREEMENT SHALL BE
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICTS OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. 

This Subservicing Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all of such
counterparts shall together constitute but one and the same instrument. 
 Each of the parties hereto hereby irrevocably and unconditionally: 

(a) submits for itself and its property in any legal action or proceeding relating to this Subservicing Agreement or any documents executed
and delivered in connection herewith, or for recognition and enforcement of any judgment in respect thereof, to the nonexclusive general jurisdiction of the courts of the State of New York, the courts of the United States of America for the Southern
District of New York and appellate courts from any thereof; 
 (b) consents that any such action or proceeding may be brought in such courts
and waives any objection that it may now or hereafter have to the venue of such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; 

(c) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail
(or any substantially similar form of mail), postage prepaid (i) in the case of the Servicer, to it at 1680 Capital One Drive, McLean, Virginia 22102 and (ii) in the case of the Subservicer, to it at 1680 Capital One Drive, McLean,
Virginia 22102; and 
 (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by
law or shall limit the right to sue in any other jurisdiction. 
 This Subservicing Agreement shall be binding upon and inure to the benefit of the parties
hereto and their respective successors and permitted assigns. This Subservicing Agreement shall create and constitute the continuing obligations of the parties hereto in accordance with its terms, and shall remain in full force and effect until such
time as the parties hereto shall agree. 
 The Trustee and its successors and permitted assigns shall be third party beneficiaries to this Subservicing
Agreement entitled to enforce the provisions hereof as if a party hereto. Except as otherwise provided in the previous sentence, no Person other than COBNA or COSL will have any right hereunder. 







 By signing below, COSL confirms its acceptance of the terms of this agreement as of the date first above written.

  

			
	Very truly yours,
	
	CAPITAL ONE BANK (USA), NATIONAL ASSOCIATION
		
	By:	 	 /s/ Daniel H. Rosen

	Name:	 	Daniel H. Rosen
	Title:	 	Managing Vice President, Treasury
	
	 AGREED AND ACCEPTED
 as of the date
first above written:

	
	CAPITAL ONE SERVICES, LLC
		
	By:	 	 /s/ Thomas A. Feil

	Name:	 	Thomas A. Feil
	Title:	 	Treasurer