SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CAPITAL ONE AUTO RECEIVABLES, LLCLimited Liability Company Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • Delaware
This Second Amended and Restated Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of Capital One Auto Receivables, LLC (the “Company”), is entered into by Capital One, National Association (as successor in interest to Capital One Auto Finance, Inc.), as the sole equity member (the “Member”), and Douglas K. Johnson and Evelyn Echevarria, as the Special Members (as defined on Schedule A hereto). Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A hereto.
FORM OF SERVICING AGREEMENT by and between CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[ ]-[ ], as Issuer CAPITAL ONE, NATIONAL ASSOCIATION, as Servicer and as Indenture Trustee Dated as of [ ], 20[ ]Servicing Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • New York
This SERVICING AGREEMENT, dated as of [ ], 20[ ] (together with all exhibits, schedules and appendices hereto and as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association (the “Bank”), as servicer (in such capacity, the “Servicer”), and [ ], a [ ], as indenture trustee (the “Indenture Trustee”).
FORM OF SALE AGREEMENT dated as of [___________], 20[__] between CAPITAL ONE AUTO RECEIVABLES, LLC and CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[_]-[_], as PurchaserSale Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • New York
THIS SALE AGREEMENT is made and entered into as of [___________], 20[__] (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) by CAPITAL ONE AUTO RECEIVABLES, LLC, a Delaware limited liability company (the “Seller”), and CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[_]-[_], a Delaware statutory trust (the “Issuer”).
FORM OF PURCHASE AGREEMENT dated as of [___________], 20[__] between CAPITAL ONE, NATIONAL ASSOCIATION and CAPITAL ONE AUTO RECEIVABLES, LLC, as PurchaserPurchase Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • New York
FORM OF ADMINISTRATION AGREEMENT between CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[ ]-[ ], as Issuer, CAPITAL ONE, NATIONAL ASSOCIATION, as Administrator, and as Indenture Trustee Dated as of [ ], 20[ ]Administration Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), dated as of [ ], 20[ ], is between CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association, as administrator (the “Bank” or the “Administrator”), and [ ], a [ ], as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale Agreement, dated as of the date hereof (as amended, supplemented or otherwise modified and in effect from time to time, the “Sale Agreement”), between Capital One Auto Receivables, LLC (the “Seller”), and the Issuer, which contains rules as to usage and other interpretive provisions that are applicable herein.
CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[_]-[_] FORM OF AMENDED AND RESTATED TRUST AGREEMENT between CAPITAL ONE AUTO RECEIVABLES, LLC, as the Depositor and as the Owner Trustee Dated as of [___________], 20[__]Trust Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT is made as of [___________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement” or this “Trust Agreement”) between CAPITAL ONE AUTO RECEIVABLES, LLC, a Delaware limited liability company, as the depositor (the “Depositor”), and [____________], a [_________________], as the owner trustee (“[____________],” and in such capacity, the “Owner Trustee”).
FORM OF ASSET REPRESENTATIONS REVIEW AGREEMENT CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[ ]-[ ], as Issuer, CAPITAL ONE, NATIONAL ASSOCIATION, as Sponsor and Servicer and as Asset Representations Reviewer Dated as of [ ], 20[ ]Asset Representations Review Agreement • November 3rd, 2021 • Capital One Auto Receivables LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT is made and entered into as of [________], 20[__] (this “Agreement”), by and between CAPITAL ONE PRIME AUTO RECEIVABLES TRUST 20[__]-[_], a Delaware statutory trust (the “Issuer”), CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association (the “Bank”, and in its capacity as sponsor, the “Sponsor”, and in its capacity as servicer, the “Servicer”), and [______________], a [_____________], (“[______]”, and in its capacity as asset representations reviewer, the “Asset Representations Reviewer”).
