HONDA AUTO RECEIVABLES 2024-2 OWNER TRUST, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Indenture Trustee INDENTURE Dated May 21, 2024 CROSS REFERENCE TABLE*Indenture • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • New York
HONDA AUTO RECEIVABLES 2024-2 OWNER TRUST, as Issuer, AMERICAN HONDA FINANCE CORPORATION, as Sponsor and Administrator, AMERICAN HONDA RECEIVABLES LLC, as Depositor, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Indenture Trustee...Administration Agreement • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • New York
This Administration Agreement, dated May 21, 2024 (this “Agreement”), is among Honda Auto Receivables 2024-2 Owner Trust, as issuer (the “Issuer”), American Honda Finance Corporation (“AHFC”), as sponsor (in such capacity, the “Sponsor”) and administrator (in such capacity, the “Administrator”), American Honda Receivables LLC (“AHR”), as depositor (in such capacity, the “Depositor”), and U.S. Bank Trust Company, National Association, as indenture trustee (the “Indenture Trustee”).
HONDA AUTO RECEIVABLES 2024-2 OWNER TRUST, as Issuer, AMERICAN HONDA RECEIVABLES LLC, as Seller, and AMERICAN HONDA FINANCE CORPORATION, as Servicer, RPA Seller and Sponsor SALE AND SERVICING AGREEMENT Dated May 21, 2024Sale and Servicing Agreement • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • New York
This Sale and Servicing Agreement, dated May 21, 2024 is among American Honda Receivables LLC, a Delaware limited liability company (“AHR” or, in its capacity as Seller, the “Seller”), American Honda Finance Corporation, a California corporation (“AHFC” or, in its capacity as Servicer, the “Servicer” and in its capacity as seller under the Receivables Purchase Agreement, the “RPA Seller”), and Honda Auto Receivables 2024-2 Owner Trust, a Delaware statutory trust, as Issuer (the “Issuer”).
AMERICAN HONDA RECEIVABLES LLC, as Depositor, THE BANK OF NEW YORK MELLON, as Owner Trustee and BNY MELLON TRUST OF DELAWARE, as Delaware Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated May 21, 2024Trust Agreement • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • Delaware
This Amended and Restated Trust Agreement (the “Agreement”), dated May 21, 2024 is among American Honda Receivables LLC, a Delaware limited liability company, as depositor (the “Depositor”), The Bank of New York Mellon, a New York banking corporation, as owner trustee (the “Owner Trustee”), and BNY Mellon Trust of Delaware, a Delaware banking corporation, as Delaware trustee (the “Delaware Trustee”);
AMERICAN HONDA FINANCE CORPORATION, as RPA Seller, and AMERICAN HONDA RECEIVABLES LLC, as Purchaser RECEIVABLES PURCHASE AGREEMENT Dated May 21, 2024Receivables Purchase Agreement • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • New York
This Receivables Purchase Agreement (the “Agreement”), dated May 21, 2024, is between American Honda Finance Corporation, a California corporation, as seller (the “RPA Seller”), and American Honda Receivables LLC, a Delaware limited liability company, as purchaser (the “Purchaser”).
ASSET REPRESENTATIONS REVIEW AGREEMENT among HONDA AUTO RECEIVABLES 2024-2 OWNER TRUST, as Issuer, AMERICAN HONDA FINANCE CORPORATION, as Sponsor and Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of May 21,...Asset Representations Review Agreement • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of May 21, 2024 (this “Agreement”), among HONDA AUTO RECEIVABLES 2024-2 OWNER TRUST, a Delaware statutory trust, as Issuer (the “Issuer”), AMERICAN HONDA FINANCE CORPORATION, a California Corporation (“AHFC”), as Sponsor and Servicer, and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as Asset Representations Reviewer (the “Asset Representations Reviewer”).
SECURITIES ACCOUNT CONTROL AGREEMENT among HONDA AUTO RECEIVABLES 2024-2 OWNER TRUST, as Issuer, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary Dated...Securities Account Control Agreement • May 21st, 2024 • Honda Auto Receivables 2024-2 Owner Trust • Asset-backed securities • New York
Pursuant to the Indenture, dated as of May 21, 2024, by and among the Issuer, the Securities Intermediary and the Indenture Trustee (as amended or modified from time to time, the “Indenture”), the Issuer has granted to the Secured Party, for the benefit of the Noteholders, a first priority security interest in the Accounts, together with all cash, securities, financial assets and investments and other property from time to time deposited or credited to the Accounts and all proceeds thereof (collectively, the “Account Property”). The Accounts currently existing under the Sale and Servicing Agreement are the Collection Account, the Note Distribution Account, the Yield Supplement Account and the Reserve Fund maintained and held at the Securities Intermediary by the Issuer, subject to the first priority security interest of the Secured Party for the benefit of the Noteholders in the Accounts granted by the Issuer to the Secured Party to secure payment of the Notes.
