CARMAX AUTO FUNDING LLC, as Depositor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of July 1, 2024Trust Agreement • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of July 1, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as depositor (the “Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).
CARMAX AUTO OWNER TRUST 2024-3, as Issuer, CARMAX BUSINESS SERVICES, LLC, as Administrator, and as Indenture Trustee ADMINISTRATION AGREEMENT Dated as of July 1, 2024Administration Agreement • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of July 1, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among CARMAX AUTO OWNER TRUST 2024-3, a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX AUTO OWNER TRUST 2024-3, as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, and CARMAX BUSINESS SERVICES, LLC, as Servicer SALE AND SERVICING AGREEMENT Dated as of July 1, 2024Sale and Servicing Agreement • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of July 1, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among CARMAX AUTO OWNER TRUST 2024-3, a Delaware statutory trust (the “Trust” or the “Issuer”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), and CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”).
CARMAX BUSINESS SERVICES, LLC, as Seller, and CARMAX AUTO FUNDING LLC, as Purchaser RECEIVABLES PURCHASE AGREEMENT Dated as of July 1, 2024Receivables Purchase Agreement • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • New York
This Receivables Purchase Agreement, dated as of July 1, 2024, is between CarMax Business Services, LLC, a Delaware limited liability company (“CarMax”), as seller (the “Seller”), and CarMax Auto Funding LLC, a Delaware limited liability company (“CarMax Funding”), as purchaser (the “Purchaser”).
ASSET REPRESENTATIONS REVIEW AGREEMENT CARMAX AUTO OWNER TRUST 2024-3, as Issuer, and CARMAX BUSINESS SERVICES, LLC, as Servicer, and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of July 1, 2024Asset Representations Review Agreement • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of July 1, 2024, by and among CARMAX AUTO OWNER TRUST 2024-3, a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).
CARMAX AUTO OWNER TRUST 2024-3, as Issuer, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Indenture Trustee INDENTURE Dated as of July 1, 2024 $265,160,000 5.440% Class A-1 Asset-backed Notes $249,200,000 5.21% Class A-2a Asset-backed Notes...Indenture • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • New York
INDENTURE, dated as of July 1, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Indenture”), between CARMAX AUTO OWNER TRUST 2024-3, a Delaware statutory trust (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
SECURITIES ACCOUNT CONTROL AGREEMENT among CARMAX AUTO OWNER TRUST 2024-3, as Issuer, CARMAX BUSINESS SERVICES, LLC, as Servicer, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee and as Secured Party AND U.S. BANK...Securities Account Control Agreement • July 30th, 2024 • CarMax Auto Owner Trust 2024-3 • Asset-backed securities • New York
THIS SECURITIES ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of July 1, 2024, among CARMAX AUTO OWNER TRUST 2024-3, as Issuer (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, as Servicer (the “Servicer”), U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary (the “Securities Intermediary”) and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee (the “Secured Party”).
