FORM OF INDENTURE between TOYOTA AUTO RECEIVABLES 2019-B OWNER TRUST, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee and Securities Intermediary Dated as of May 8, 2019Indenture • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
INDENTURE, dated as of May 8, 2019, between TOYOTA AUTO RECEIVABLES 2019-B OWNER TRUST, a Delaware statutory trust (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee and not in its individual capacity and as Securities Intermediary (the “Indenture Trustee”).
519,270,000 2.59% ASSET BACKED NOTES, CLASS A‑2a $71,250,000 ONE-MONTH LIBOR PLUS 0.13% ASSET BACKED NOTES, CLASS A‑2b $490,770,000 2.57% ASSET BACKED NOTES, CLASS A‑3 $119,738,000 2.60% ASSET BACKED NOTES, CLASS A‑4 UNDERWRITING AGREEMENTUnderwriting Agreement • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
a Delaware Statutory Trust) FORM OF AMENDED AND RESTATED TRUST AGREEMENT between TOYOTA AUTO FINANCE RECEIVABLES LLC, as Depositor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee Dated as of May 8, 2019Trust Agreement • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of May 8, 2019, by and between TOYOTA AUTO FINANCE RECEIVABLES LLC, a Delaware limited liability company, as depositor, and WILMINGTON TRUST, 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 January 3, 2019 (the “Original Trust Agreement”), by and between TOYOTA AUTO FINANCE RECEIVABLES LLC, a Delaware limited liability company, as depositor and WILMINGTON TRUST, 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 AGREEMENTSecurities Account Control Agreement • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
This Securities Account Control Agreement (the “Agreement”) is dated as of May 8, 2019 and entered into between Toyota Auto Finance Receivables LLC (the “Pledgor”), a Delaware limited liability company, U.S. Bank National Association, 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 May 8, 2019, between Toyota Auto Receivables 2019-B Owner Trust, a statutory trust formed pursuant to the laws of the State of Delaware (the “Issuer”), and U.S. Bank National Association, 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 May 8, 2019, between the Issuer, Toyota Auto Finance Receivables LLC, as seller, and Toyota Motor Credit Corpora
FORM OF RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
RECEIVABLES PURCHASE AGREEMENT, dated as of May 8, 2019, 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 ADMINISTRATION AGREEMENTAdministration Agreement • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of May 8, 2019 (this “Agreement”), among TOYOTA AUTO RECEIVABLES 2019-B OWNER TRUST, a Delaware statutory trust (the “Issuer”), TOYOTA MOTOR CREDIT CORPORATION, a California corporation, as administrator (the “Administrator”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”).
FORM OF ASSET REPRESENTATIONS REVIEW AGREEMENT among TOYOTA AUTO RECEIVABLES 2019-B 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 • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of May 8, 2019 (this “Agreement”), among TOYOTA AUTO RECEIVABLES 2019-B 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 SALE AND SERVICING AGREEMENTSale and Servicing Agreement • May 2nd, 2019 • Toyota Auto Receivables 2019-B Owner Trust • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of May 8, 2019, among TOYOTA AUTO RECEIVABLES 2019-B 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”).
