VERIZON MASTER TRUST $[___] SERIES [_]-[_] ASSET BACKED NOTES FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • April 1st, 2024 • Verizon Master Trust • Asset-backed securities • New York
FORM OF INDENTURE between VERIZON MASTER TRUST, as Trust and [_____], as Indenture Trustee and Note Paying Agent Dated as of [____], 20[_]Indenture Agreement • April 1st, 2024 • Verizon Master Trust • Asset-backed securities • New York
INDENTURE, dated as of [___], 20[_] (this “Indenture”), between VERIZON MASTER TRUST, a Delaware statutory trust, as issuer (the “Trust”), and [_____], a [national banking association], as indenture trustee for the benefit of the Series [_]-[_] Secured Parties (in such capacity, the “Indenture Trustee”) and as note paying agent (in such capacity, the “Note Paying Agent”).
ISDA®2002 Master Agreement • April 1st, 2024 • Verizon Master Trust • 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 ADDITIONAL TRANSFEROR RECEIVABLES TRANSFER AGREEMENT among [___], as Additional Transferor CELLCO PARTNERSHIP d/b/a VERIZON WIRELESS, as Servicer and VERIZON ABS II LLC, as Depositor Dated as of [____], 20[_]Additional Transferor Receivables Transfer Agreement • April 1st, 2024 • Verizon Master Trust • Asset-backed securities • New York
ADDITIONAL TRANSFEROR RECEIVABLES TRANSFER AGREEMENT, dated as of [___], 20[_] (this “Agreement”), among [___], a [Delaware statutory trust] (the “Additional Transferor”), CELLCO PARTNERSHIP d/b/a VERIZON WIRELESS, a Delaware general partnership (“Cellco”), as servicer (in such capacity, the “Servicer”) and VERIZON ABS II LLC, a Delaware limited liability company, as depositor (the “Depositor”).
FORM OF SERIES [_]-[_] ACCOUNT CONTROL AGREEMENT among VERIZON MASTER TRUST, as Grantor [_], as Secured Party and [_], as Financial Institution Dated as of [_], 20[_]Account Control Agreement • April 1st, 2024 • Verizon Master Trust • Asset-backed securities • New York
This SERIES [_]-[_] ACCOUNT CONTROL AGREEMENT, dated as of [_], 20[_] (this “Agreement”), is among VERIZON MASTER TRUST, a Delaware statutory trust, as grantor (the “Grantor”), [_], a [___], not in its individual capacity but solely as [Master Collateral Agent][Indenture Trustee] for the benefit of the [Lenders][Noteholders] (in this capacity, the “Secured Party”), and [_], a [___], in its capacity as both a “securities intermediary” as defined in Section 8-102 of the UCC and a “bank” as defined in Section 9-102 of the UCC (in these capacities, the “Financial Institution”).
FORM OF EU/UK RISK RETENTION AGREEMENTEu/Uk Risk Retention Agreement • April 1st, 2024 • Verizon Master Trust • Asset-backed securities • New York
