MASTER AGREEMENTMaster Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities
[TOYOTA MOTOR CREDIT CORPORATION] and TOYOTA AUTO RECEIVABLES [____]-[_] OWNER TRUST have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.
ADMINISTRATION AGREEMENT among TOYOTA AUTO RECEIVABLES [___]-[_] OWNER TRUST, as Issuer TOYOTA MOTOR CREDIT CORPORATION, as Administrator as Indenture Trustee and as Owner Trustee Dated as of [_______]Administration Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities • New York
ADMINISTRATION AGREEMENT DATED AS OF [_____] AMONG TOYOTA AUTO RECEIVABLES [____]-[_] OWNER TRUST, A DELAWARE STATUTORY TRUST (THE “ISSUER”), TOYOTA MOTOR CREDIT CORPORATION, A CALIFORNIA CORPORATION, AS ADMINISTRATOR (THE “ADMINISTRATOR”), [_______________], NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY AS INDENTURE TRUSTEE (THE “INDENTURE TRUSTEE”) AND [________________], NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY AS OWNER TRUSTEE (THE “OWNER TRUSTEE”).
RECEIVABLES PURCHASE AGREEMENT TOYOTA MOTOR CREDIT CORPORATION, as Seller and TOYOTA AUTO FINANCE RECEIVABLES LLC, as Purchaser Dated as of [___________]Receivables Purchase Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities • New York
RECEIVABLES PURCHASE AGREEMENT, dated as of [_____], 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”).
INDENTURE TOYOTA AUTO RECEIVABLES [____]-[_] OWNER TRUST, as Issuer, and as Indenture Trustee and Securities Intermediary Dated as of [______________]Toyota Auto Finance Receivables LLC • May 28th, 2009 • Asset-backed securities • New York
FORM OF SALE AND SERVICING AGREEMENT among TOYOTA AUTO RECEIVABLES [___]-[_] OWNER TRUST, as Issuer, TOYOTA AUTO FINANCE RECEIVABLES LLC, as Seller, and TOYOTA MOTOR CREDIT CORPORATION, as Servicer and Sponsor Dated as of [_________]Sale and Servicing Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities • California
TOYOTA AUTO RECEIVABLES [____]-[__] OWNER TRUST (a Delaware Statutory Trust) AMENDED AND RESTATED TRUST AGREEMENT between TOYOTA AUTO FINANCE RECEIVABLES LLC, as Depositor, and as Owner Trustee Dated as of [ ]Trust Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TOYOTA AUTO FINANCE RECEIVABLES LLCLimited Liability Company Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities • Delaware
This Amended and Restated Limited Liability Company Agreement of Toyota Auto Finance Receivables LLC, a Delaware limited liability company (the "Company"), dated as of June 1, 2001, is entered into by Toyota Motor Credit Corporation, a California corporation, as the sole member ("TMCC" or the "Member") and amends and restates the Limited Liability Company Agreement of Toyota Auto Finance Receivables LLC dated as of December 22, 2000.
TOYOTA AUTO RECEIVABLES [____]-[_] OWNER TRUST $[_________] ASSET BACKED NOTES, CLASS [A-2] $[_________] ASSET BACKED NOTES, CLASS [A-3] $[_________] ASSET BACKED NOTES, CLASS [A-4] FORM OF UNDERWRITING AGREEMENTToyota Auto Finance Receivables LLC • May 28th, 2009 • Asset-backed securities • New York
FORM OF REVOLVING LIQUIDITY NOTE AGREEMENT TOYOTA AUTO RECEIVABLES [______]-[_] OWNER TRUST as Issuer and TOYOTA MOTOR CREDIT CORPORATION as Initial Holder Dated as of [_______________]Liquidity Note Agreement • May 28th, 2009 • Toyota Auto Finance Receivables LLC • Asset-backed securities • California
REVOLVING LIQUIDITY NOTE AGREEMENT (this “Agreement”) dated as of [_______________] (this “Agreement”), by and between TOYOTA AUTO RECEIVABLES [______]-[_] OWNER TRUST, a Delaware business trust, as issuer (the “Issuer”) of the revolving liquidity note (the “Revolving Liquidity Note”) issued hereunder, and TOYOTA MOTOR CREDIT CORPORATION, a California corporation (“TMCC”), as the initial holder of the Revolving Liquidity Note.
