Common use of Depositor May Own Notes or Certificates Clause in Contracts

Depositor May Own Notes or Certificates. The Depositor, and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition of “Note Balance”) or in the other Transaction Documents. Except as otherwise expressly provided herein (including the definition of “Note Balance”) or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.

Appears in 104 contracts

Samples: Sale and Servicing Agreement (CarMax Auto Owner Trust 2024-2), Sale and Servicing Agreement (Carmax Auto Funding LLC), Sale and Servicing Agreement (CarMax Auto Owner Trust 2022-2)

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Depositor May Own Notes or Certificates. The Depositor, and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition definitions of “Note Balance”) or in the other Transaction Documents. Except as otherwise expressly provided herein (including the definition of “Note Balance”) or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.

Appears in 6 contracts

Samples: Sale and Servicing Agreement (CarMax Auto Owner Trust 2004-2), Sale and Servicing Agreement (Carmax Auto Owner Trust 2005-3), Sale and Servicing Agreement (Carmax Auto Funding LLC)

Depositor May Own Notes or Certificates. The Depositor, and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition definitions of "Note Balance") or in the other Transaction Documents. Except as otherwise expressly provided herein (including the definition of "Note Balance") or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC), Sale and Servicing Agreement (Carmax Auto Funding LLC), Sale and Servicing Agreement (Carmax Auto Funding LLC)

Depositor May Own Notes or Certificates. The Depositor, --------------------------------------- and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition definitions of "Note Balance" and "Certificate Balance") or in the other Transaction Documents. Except as otherwise expressly provided herein (including the definition of "Certificate Balance" and "Note Balance") or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC), Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC)

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Depositor May Own Notes or Certificates. The Depositor, and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition definitions of "Note Balance" and "Certificate Balance") or in the other Transaction Documents. Except as otherwise expressly provided herein (including the definition of "Certificate Balance" and "Note Balance") or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC), Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC)

Depositor May Own Notes or Certificates. The Depositor, and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition definitions of "Note Balance" and "Certificate Balance") or in the other Transaction Documents. Except as otherwise expressly provided herein (including in the definition definitions of "Note Balance" and "Certificate Balance") or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Carmax Auto Funding LLC)

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