FORM OF AMENDED AND RESTATED TRUST AGREEMENT (Holding Trust) between EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__] Seller and [OWNER TRUSTEE] Owner Trustee Dated as of [_____], 20[__]Trust Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of [_____], 20[__], between EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__], a Delaware statutory trust, as depositor (the “Seller”), and [OWNER TRUSTEE], a [_______], as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of [_____], 20[__] (the “Initial Trust Agreement”), between [EFCAR, LLC], as depositor (the “Initial Depositor”) and the Owner Trustee.
FORM OF CONTRIBUTION AGREEMENT between EXETER HOLDINGS TRUST 20[__]-[__] Transferee and EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__] Transferor Dated as of [_____], 20[__]Contribution Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
THIS CONTRIBUTION AGREEMENT, dated as of [_____], 20[__], is executed between Exeter Holdings Trust 20[__]-[__], a Delaware statutory trust, as Transferee (“Transferee”) and Exeter Automobile Receivables Trust 20[__]-[__], a Delaware statutory trust, as Transferor (“Transferor”).
FORM OF AMENDED AND RESTATED TRUST AGREEMENT (Issuer) between EFCAR, LLC Seller and [OWNER TRUSTEE] Owner Trustee Dated as of [_____], 20[__]Trust Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of [_____], 20[__], between EFCAR, LLC, a Delaware limited liability company, as depositor (the “Seller”), and [OWNER TRUSTEE], a [______], as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of [_____], 20[__], between the Seller and the Owner Trustee.
EXETER AUTOMOBILE RECEIVABLES TRUST 20[_]-[_] Class A-1 [_]% Asset Backed Notes Class A-2[-A] [_]% Asset Backed Notes [Class A-2-B Floating Rate Asset Backed Notes] Class A-3 [_]% Asset Backed Notes Class B [_]% Asset Backed Notes Class C [_]% Asset...Efcar, LLC • December 12th, 2022 • Asset-backed securities • New York
Exeter Finance LLC, a limited liability company organized and existing under the laws of Delaware (the “Sponsor”), and EFCAR, LLC, a limited liability company organized and existing under the laws of Delaware (the “Seller”) (the Sponsor and the Seller, collectively, the “Companies”), agree with you as follows:
FORM OF CUSTODIAN AGREEMENT among EXETER FINANCE LLC, as Custodian, EXETER FINANCE LLC, as Servicer, and [INDENTURE TRUSTEE] as Indenture Trustee Dated as of [_____], 20[__]Form of Custodian Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
THIS CUSTODIAN AGREEMENT, dated as of [_____], 20[__], is made with respect to the issuance of Notes and Certificates by Exeter Automobile Receivables Trust 20[__]-[__] (the “Issuer”), and is among EXETER FINANCE LLC, as custodian (in such capacity, the “Custodian”), EXETER FINANCE LLC, as servicer (in such capacity, the “Servicer”), and [INDENTURE TRUSTEE], a [______], as indenture trustee (in such capacity, the “Indenture Trustee”). Capitalized terms used herein which are not defined herein shall have the meanings set forth in the Sale and Servicing Agreement (as hereinafter defined).
FORM OF SALE AND SERVICING AGREEMENT among EXETER HOLDINGS TRUST 20[__]-[__], Holding Trust, EFCAR, LLC, Seller, EXETER FINANCE LLC, Servicer, EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__], Issuer and [INDENTURE TRUSTEE][AND BACKUP SERVICER],...Sale and Servicing Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT dated as of [Date], among EXETER HOLDINGS TRUST 20[__]-[__], a Delaware statutory trust (the “Holding Trust”), EFCAR, LLC, a Delaware limited liability company (the “Seller”), EXETER FINANCE LLC, a Delaware limited liability company (the “Servicer”), EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__], a Delaware statutory trust (“Issuer”), and [INDENTURE TRUSTEE][AND BACKUP SERVICER], a [______], in its capacity as Indenture Trustee [and as Backup Servicer].
ISDA®2002 Master Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this 2002 Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties or otherwise effective for the purpose of confirming or evidencing those Transactions. This 2002 Master Agreement and the Schedule are together referred to as this “Master Agreement”.
FORM OF INTERCREDITOR AGREEMENTForm of Intercreditor Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
This INTERCREDITOR AGREEMENT, dated as of [___], 20[_] (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among (i) EXETER FINANCE LLC (“Exeter”), as servicer (the “Servicer”), (ii) [___], as intercreditor agent (in such capacity, the “Intercreditor Agent”), and (iii) each Other Party that becomes a party hereto from time to time pursuant to an Accession Agreement.
FORM OF PURCHASE AGREEMENT between EFCAR, LLC Purchaser and EXETER FINANCE LLC Seller Dated as of [Date]Purchase Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
THIS PURCHASE AGREEMENT, dated as of [Date], executed between EFCAR, LLC, a Delaware limited liability company, as purchaser (“Purchaser”) and Exeter Finance LLC, a Delaware limited liability company, as Seller (“Seller”).
FORM OF ASSET REPRESENTATIONS REVIEW AGREEMENT among EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__], Issuer, EXETER FINANCE LLC, Servicer, and [___________], Asset Representations Reviewer Dated as of [_____], 20[__]Review Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT is made and entered into as of [_____], 20[__] (this “Agreement”), among EXETER AUTOMOBILE RECEIVABLES TRUST 20[__]-[__], a Delaware statutory trust (the “Issuer”), EXETER FINANCE LLC, a Delaware limited liability company (“Exeter”), in its capacity as servicer (in such capacity, the “Servicer”) and [ASSET REPRESENTATIONS REVIEWER], a [entity type], as Asset Representations Reviewer (the “Asset Representations Reviewer”).
FORM OF SALE AGREEMENT among EFCAR, LLC Purchaser EXETER FINANCE LLC Representation Provider and [SELLER] Seller Dated as of [Date]Sale Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
THIS SALE AGREEMENT, dated as of [Date], executed among EFCAR, LLC, a Delaware limited liability company, as purchaser (“Purchaser”), [Seller], a [______], as Seller (“Seller”) and Exeter Finance LLC, a Delaware limited liability company, as Representation Provider (“Representation Provider”).
FORM OF DEPOSIT ACCOUNT CONTROL AGREEMENT (Access Restricted Immediately)Deposit Account Control Agreement • December 12th, 2022 • Efcar, LLC • Asset-backed securities • New York
This Deposit Account Control Agreement (the “Agreement”), dated as of the date specified on the page immediately before the initial signature page of this Agreement, is entered into by and among Exeter Finance LLC, a Delaware limited liability company (“Company”), [___], a [___], as intercreditor agent (in such capacity, “Secured Party”) and [___](“Bank”), and sets forth the rights of Secured Party and the obligations of Bank with respect to the deposit accounts of Company at Bank identified at the end of this Agreement as the Collateral Accounts (each hereinafter referred to individually as a “Collateral Account” and collectively as the “Collateral Accounts”). Each account designated as a Collateral Account includes, for purposes of this Agreement, and without the necessity of separately listing subaccount numbers, all subaccounts presently existing or hereafter established for deposit reporting purposes and integrated with the Collateral Account by an arrangement in which deposits ma
