SALE AND SERVICING AGREEMENT by and among USAA AUTO OWNER TRUST 2016-1 as Issuer USAA ACCEPTANCE, LLC, as Seller USAA FEDERAL SAVINGS BANK, as Servicer and U.S. Bank National Association, as Indenture Trustee Dated as of September 21, 2016Sale and Servicing Agreement • September 23rd, 2016 • USAA Auto Owner Trust 2016-1 • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of September 21, 2016 (together with all exhibits, schedules and appendices hereto and as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”), by and among USAA AUTO OWNER TRUST 2016-1 (the “Issuer”), a Delaware statutory trust, USAA ACCEPTANCE, LLC, a Delaware limited liability company, as seller (the “Seller”), USAA FEDERAL SAVINGS BANK, a federally chartered savings association (the “Bank”), as servicer (in such capacity, the “Servicer”), and U.S. Bank National Association, a national banking association, as indenture trustee (the “Indenture Trustee”).
USAA AUTO OWNER TRUST 2016-1 AMENDED AND RESTATED TRUST AGREEMENT between USAA ACCEPTANCE, LLC, as the Depositor and Wells Fargo Delaware Trust Company, National Association, as the Owner Trustee Dated as of September 21, 2016Trust Agreement • September 23rd, 2016 • USAA Auto Owner Trust 2016-1 • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT is made as of September 21, 2016 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) between USAA ACCEPTANCE, LLC, a Delaware limited liability company, as the depositor (the “Depositor”), and Wells Fargo Delaware Trust Company, National Association, a national banking association (“Wells Fargo”), as the owner trustee (in such capacity, the “Owner Trustee”).
ASSET REPRESENTATIONS REVIEW AGREEMENT among USAA AUTO OWNER TRUST 2016-1 as Issuer, USAA FEDERAL SAVINGS BANK, as Sponsor and Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of September 21, 2016Asset Representations Review Agreement • September 23rd, 2016 • USAA Auto Owner Trust 2016-1 • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of September 21, 2016 (this “Agreement”), among USAA AUTO OWNER TRUST 2016-1, a Delaware statutory trust, as Issuer (the “Issuer”), USAA FEDERAL SAVINGS BANK, a federally chartered savings association (the “Bank”), as Sponsor (the “Sponsor”) and Servicer (the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as Asset Representations Reviewer (the “Asset Representations Reviewer”).
ADMINISTRATION AGREEMENT between USAA AUTO OWNER TRUST 2016-1, as Issuer USAA FEDERAL SAVINGS BANK, as Administrator and Dated as of September 21, 2016Administration Agreement • September 23rd, 2016 • USAA Auto Owner Trust 2016-1 • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of September 21, 2016, is between USAA AUTO OWNER Trust 2016-1, a Delaware statutory trust (the “Issuer”) and USAA FEDERAL SAVINGS BANK, a federally chartered savings association, as administrator (the “Bank” or in its capacity as administrator, the “Administrator”), and is acknowledged and agreed to by U.S. Bank National Association, a national banking association, as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement, dated as of September 21, 2016 (the “Sale and Servicing Agreement”), by and among USAA Acceptance, LLC, as seller, the Issuer, the Bank, as servicer, and the Indenture Trustee.
USAA AUTO OWNER TRUST 2016-1 Asset Backed Notes USAA FEDERAL SAVINGS BANK (SELLER AND SERVICER) USAA ACCEPTANCE, LLC (DEPOSITOR) UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2016 • USAA Auto Owner Trust 2016-1 • Asset-backed securities • New York
USAA Acceptance, LLC, a Delaware limited liability company (the “Depositor”), is the Depositor of a Delaware statutory trust, USAA Auto Owner Trust 2016-1 (the “Issuer”), pursuant to an amended and restated trust agreement to be dated as of September 21, 2016 (the “Trust Agreement”), between the Depositor and Wells Fargo Delaware Trust Company, National Association, as owner trustee (the “Owner Trustee”), which will issue (i) $152,000,000 principal amount of its Class A-1 0.68000% Asset Backed Notes (the “Class A-1 Notes”), (ii) $135,000,000 principal amount of its Class A-2 1.07% Asset Backed Notes (the “Class A-2 Notes”), (iii) $135,000,000 principal amount of its Class A-3 1.20% Asset Backed Notes (the “Class A-3 Notes”), (iv) $69,180,000 principal amount of its Class A-4 1.39% Asset Backed Notes (the “Class A-4 Notes” and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the “Class A Notes”) and (v) $8,820,000 principal amount of its Class B 1.82% Ass
PURCHASE AGREEMENTPurchase Agreement • September 23rd, 2016 • USAA Auto Owner Trust 2016-1 • Asset-backed securities • New York
THIS PURCHASE AGREEMENT is made and entered into as of September 21, 2016 (as amended from time to time, this “Agreement”) between USAA FEDERAL SAVINGS BANK, a federally chartered savings association (the “Bank”), and USAA ACCEPTANCE, LLC, a Delaware limited liability company (the “Purchaser”).
