CARMAX AUTO FUNDING LLC, as Depositor, and as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of [________], 20[__]Trust Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as depositor (the “Depositor”), and [________________________________], a [_________], as owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).
CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], as Issuer, CARMAX BUSINESS SERVICES, LLC, as Administrator, and as Indenture Trustee ADMINISTRATION AGREEMENT Dated as of [________], 20[__]Administration Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), and [_________________], a [_________________], not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[___]-[___], as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, [and] CARMAX BUSINESS SERVICES, LLC, as Servicer [and] [as Backup Servicer] SALE AND SERVICING AGREEMENT Dated as of [________], 20[__]Sale and Servicing Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], a Delaware statutory trust (the “Trust” or the “Issuer”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), [and] CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”), [and [___________], a [___________], as backup servicer (in such capacity, the “Backup Servicer”)].
CARMAX BUSINESS SERVICES, LLC, as Seller, and CARMAX AUTO FUNDING LLC, as Purchaser RECEIVABLES PURCHASE AGREEMENT Dated as of [________], 20[__]Receivables Purchase Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
This Receivables Purchase Agreement, dated as of [________], 20[__], is between CarMax Business Services, LLC, a Delaware limited liability company (“CarMax”), as seller (the “Seller”), and CarMax Auto Funding LLC, a Delaware limited liability company (“CarMax Funding”), as purchaser (the “Purchaser”).
CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], as Issuer, and as Indenture Trustee INDENTURE Dated as of [________], 20[__] $[________] [___]% Class A-1 Asset-backed Notes $[________] [___]% Class A-2[a] Asset-backed Notes [$[________]...Indenture • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
INDENTURE, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Indenture”), between CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], a Delaware statutory trust (the “Issuer”), and [_________________], a [_________________], not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
SECURITIES ACCOUNT CONTROL AGREEMENT among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[ ]-[ ], as Issuer, CARMAX BUSINESS SERVICES, LLC, as Servicer, in its capacity as Indenture Trustee and as Secured Party AND as Securities Intermediary Dated...Securities Account Control Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
THIS SECURITIES ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of [ ], 20[ ], among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[ ]-[ ], as Issuer (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, as Servicer (the “Servicer”), [ ], as Securities Intermediary (the “Securities Intermediary”) and [ ], in its capacity as Indenture Trustee (the “Secured Party”).
FORM OF INTEREST RATE SWAP AGREEMENT BETWEEN THE TRUST AND THE SWAP COUNTERPARTY ISDA(R) International Swap Dealers Association, Inc. MASTER AGREEMENT dated as of [ ]Interest Rate Swap Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
[SWAP COUNTERPARTY] (“Party A”) and CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[ ]-[ ] (“Party B”) 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.
