FORM OF INDENTUREToyota Auto Receivables 2016-C Owner Trust • August 3rd, 2016 • Asset-backed securities • New York
INDENTURE, dated as of August 10, 2016, between TOYOTA AUTO RECEIVABLES 2016-C OWNER TRUST, a Delaware statutory trust (the “Issuer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as indenture trustee and not in its individual capacity and as Securities Intermediary (the “Indenture Trustee”).
FORM OF ADMINISTRATION AGREEMENTAdministration Agreement • August 3rd, 2016 • Toyota Auto Receivables 2016-C Owner Trust • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of August 10, 2016 (this “Agreement”), among TOYOTA AUTO RECEIVABLES 2016-C OWNER TRUST, a Delaware statutory trust (the “Issuer”), TOYOTA MOTOR CREDIT CORPORATION, a California corporation, as administrator (the “Administrator”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”).
FORM OF SALE AND SERVICING AGREEMENTSale and Servicing Agreement • August 3rd, 2016 • Toyota Auto Receivables 2016-C Owner Trust • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of August 10, 2016, among TOYOTA AUTO RECEIVABLES 2016-C OWNER TRUST, a Delaware statutory trust (the “Issuer”), TOYOTA AUTO FINANCE RECEIVABLES LLC, a Delaware limited liability company (“TAFR LLC” or the “Seller”), and TOYOTA MOTOR CREDIT CORPORATION, a California corporation (“TMCC,” the “Sponsor” or the “Servicer”).
FORM OF ASSET REPRESENTATIONS REVIEW AGREEMENT among TOYOTA AUTO RECEIVABLES 2016-C OWNER TRUST, as Issuer, TOYOTA MOTOR CREDIT CORPORATION, as Servicer and Administrator, and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated...Asset Representations Review Agreement • August 3rd, 2016 • Toyota Auto Receivables 2016-C Owner Trust • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of August 10, 2016 (this “Agreement”), among TOYOTA AUTO RECEIVABLES 2016-C OWNER TRUST, a Delaware statutory trust (the “Issuer”), TOYOTA MOTOR CREDIT CORPORATION, a California corporation (“TMCC”), as servicer (in such capacity, the “Servicer”) and administrator (in such capacity, the “Administrator”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).
FORM OF RECEIVABLES PURCHASE AGREEMENTForm of Receivables Purchase Agreement • August 3rd, 2016 • Toyota Auto Receivables 2016-C Owner Trust • Asset-backed securities • New York
RECEIVABLES PURCHASE AGREEMENT, dated as of August 10, 2016, between TOYOTA MOTOR CREDIT CORPORATION, a California corporation, as seller (the “Seller”), and TOYOTA AUTO FINANCE RECEIVABLES LLC, a Delaware limited liability company, as purchaser (the “Purchaser”).
FORM OF AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • August 3rd, 2016 • Toyota Auto Receivables 2016-C Owner Trust • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of August 10, 2016, by and between TOYOTA AUTO FINANCE RECEIVABLES LLC, a Delaware limited liability company, as depositor, and WELLS FARGO DELAWARE TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Owner Trustee, amending and restating in its entirety the Trust Agreement dated as of August 20, 2015 (the “Original Trust Agreement”), which was subsequently amended by Amendment No. 1 thereto, dated as of February 26, 2016, in each case by and between TOYOTA AUTO FINANCE RECEIVABLES LLC, a Delaware limited liability company, as depositor and WELLS FARGO DELAWARE TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as owner trustee, and herein referred to as the “Trust Agreement” or this “Agreement.”
FORM OF SECURITIES ACCOUNT CONTROL AGREEMENT (Toyota Auto Receivables 2016-C Owner Trust Reserve Account)Control Agreement • August 3rd, 2016 • Toyota Auto Receivables 2016-C Owner Trust • Asset-backed securities • New York
This Securities Account Control Agreement (the “Agreement”) is dated as of August 10, 2016 and entered into between Toyota Auto Finance Receivables LLC (the “Pledgor”), a Delaware limited liability company, Deutsche Bank Trust Company Americas, in its capacity as Indenture Trustee on behalf of the holders of the Notes referred to below (in such capacity, the “Indenture Trustee,” also referred to herein as the “Secured Party”) under the Indenture (the “Indenture”), dated as of August 10, 2016, between Toyota Auto Receivables 2016-C Owner Trust, a statutory trust formed pursuant to the laws of the State of Delaware (the “Issuer”), and Deutsche Bank Trust Company Americas, in its capacity as securities intermediary (in such capacity, the “Securities Intermediary”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Sale and Servicing Agreement dated as of August 10, 2016, between the Issuer, Toyota Auto Finance Receivables LLC, as seller, and Toy
